


Tarantula

by Tando



Category: Deadpool (Comics), Deadpool - All Media Types, Spider-Man (Comicverse), Spider-Man - All Media Types, Spider-Woman (Comic), The Amazing Spider-Man (Movies - Webb), The Spectacular Spider-Man (Cartoon), Ultimate Spider-Man (Cartoon)
Genre: Action, Cross-Posted on FanFiction.Net, F/M, Gen, Origin Story, Original Character(s), POV Third Person Omniscient, Romance, Science Fiction
Language: English
Status: In-Progress
Published: 2014-07-04
Updated: 2014-12-29
Packaged: 2018-02-10 07:47:35
Rating: Teen And Up Audiences
Warnings: No Archive Warnings Apply
Chapters: 36
Words: 51,420
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/2016840
Author URL: https://archiveofourown.org/users/Tando/pseuds/Tando
Summary: <blockquote class="userstuff">
              <p>Dr. Valerie Polina is the CEO of SapphireTech, a budding provider of medical technology that's just recently been bought by Oscorp Industries. Relocating across the country to New York City, she is thrust into the mysteries and corruption that plague Oscorp. Still a teenager herself, she masks her age with an overly-adultlike persona, but can she find an outlet for her inner child?</p>
            </blockquote>





	1. The Offer

**Author's Note:**

> Although I was technically conscious during the release of the Sam Raimi films, it was the Amazing series that I saw in theaters. While I certainly enjoy the Raimi films, and as much as my father calls the Amazing series a “load of teeny-bopper trash”, I personally find the series a much needed update to the Peter Parker character (although the films do still have their fare share of problems). Forgive me, but out of all of my OC characters (and I always have some), the title character of this fic is probably my biggest self-insert character to date. So if she’s Suing her way to the courthouse, please don’t be afraid to call me out on it. Enjoy!

   “Yeah! Senior year!” a voice shouts from the phone.

“I know, that’s great you guys.” a female replies cheerfully, as she sits down in an office chair.

“You know what senior year means?” the voice asks.

She chuckles, “I don’t know, uhm...senior studies, college application, AP classes…”

The voice shrieks, “Val, that was senior year for you! Senior year is suppose to be about prom, graduation, and landing the lead role in the school play.”

Valerie Polina grips her cell in her hand, speaking in-between bites of her organic salad that she muches at her desk. She looks over and see a picture of her and her friend on the other end of the line, Stephanie, in elementary school.

“I know Steph, its just, high school seems like it was years away.”

“Well, maybe its because you only spent what, two years in high school?” Stephanie giggles.

“One and a half years. I transferred from middle school in the middle of the year, and by the time  the year was over, I was ready to graduate. Of course I had to spend an entire year as a senior to apply for colleges and graduate properly.” Valerie explains, her voice adult-like and informative.

“Rrright, hey you know what? You should come to senior prom with us! I’m sure they’ll let you in.”

Valerie begins to shake her head, before realizing that the gesture wouldn’t communicate by cell, “No thanks Steph. It would be against the rules, and dances have never really been my thing.” She looks at the clock in her office, lunch time's almost over. “Say, Steph, I gotta go. I’ll talk to you later, okay?”

She hears a heavy sigh from the other end of the line, “Okay, ttyl Val.”

“...excuse me?”

“Talk to you later.”

She snaps into realization, “Oh, of course, talk to you later.”

She hangs up, finishes the remainder of her salad, and disposes of the plastic bowl in the garbage, making sure to cover it with a lid as to not leave an odor in the office. She begins examining some papers when a man wearing a pair of  Google Glass glasses walks in,

“Uhm...Dr. Polina?”

Valerie looks over at the nervous man, raising an eyebrow in expectancy, “Yes?”

The man, despite being much taller and older than Valerie, is quite intimidated by her presence, “Well...Mr. Gull wants to sp...sp..sp...speak to you. He says its...important.”

She gets up from her desk, “Alright.” and as she walks to the door, she places a hand on his shoulder, “And please Mr. Torger, don’t act so nervous around your superiors, its not professional.”

Torger, Valerie’s assistant, nods furiously, adjusting himself to be standing almost staggeringly straight, “Ye...yes ma'am!”

Valerie gently pushes her door open into the rustic warehouse. Her shallow heels sound as she walks down a catwalk to the staircase. Below, a small team of ten engineers work on various projects. All of them are in their mid-twenties, and most of them are male. She approaches a tall, slender man in a casual grey t-shirt and skinny jeans, who’s overseeing the rest of the team,

“Mr. Gull?” her sharp, authoritative voice rings through the entire warehouse.

The man turns around, “Valerie, just the person I’ve been looking for!”

“You said you had something important to tell me, Mr. Gull.”

He calmly walks over to her, his hands in his pockets, “We should talk about this alone.”

They walk out of the warehouse, using a small side door to the far left. Outside, its sunny, the ground consisting of gravel, and the breeze coming from the bay gave a slightly salty smell.

“So, do you want the good news or the bad news first?” he asks.

Valerie shrugs, “Indifferent to me.”

“Well, how about a story? You see, you know how we had to kind of, stretch our bank account to build that prototype of the medical vitals stabilizer?”

“Yes, the “power suit”, as you called it.”

He nods, “Well, we’re kind of in the red and...the banks aren’t willing to give us anymore leeway.”

“I know, but the income from our other products should cover the costs.” she assures him.

“Well, that’s where our story gets a little...strange, and yet, amazing. You see, one of our biggest buyers, Oscorp, approached me. I guess their fact checkers didn’t realize that I’m just head designer, not the CEO.”

She nods, “I understand, a lot of people make that mistake, considering that  you’re the one who does all the presentations and handles press. So, what did they want?”

“Well...how do I say this…” he begins.  
“Just say it,” Valerie commands.

“They want to buy us out, and if we refuse they’ll stop buying our product.” he explains. “You know they’re one of our biggest buyers, we can’t afford a loss like that.”

She pauses, “So, they’re blackmailing us? This can’t be right, they have to be bluffing, what do they want from us anyway?”

“I don’t know, all I know is that they want to buy us and relocate us to Oscorp Tower.”

“...in New York? Are they insane, that’s on the other side of the country!”

“I know, I know, here, read the letter. I’m not sure why, but it sounds...I don’t know, desperate?”he tells her, holding a folded piece of paper in his hands.

She snatches the paper from him, unfurling it,

Dear Mr. Hayden Gull,

    This is Norman Osborn, head of Oscorp Industries. We understand that SapphireTech is a budding company in medical technology in the famed Silicon Valley, and are interested in absorbing the company into our multinational corporation. We have plans to relocate you and your team to Oscorp Tower in New York City. There, we hope to assign your team on a very special project we have on-going at Oscorp Industries. However, if you refuse to comply with our requests, we are willing to pull all Oscorp support from your firm. We hope to be hearing from you in the future.

Sincerely,

Norman Osborn and Associates

Valerie slowly puts the letter down, and turns to him, “Mr. Gull, you do realize this could very likely be some sort of Nigerian internet scam?”

“Please Valerie, call me Hayden, and yes, of course I thought of that, but the email address checks out, and Oscorp has already gone public with their intentions. The internet is watching us, and you know what that means?” he asks.

She sighs, “Yes, Mr. Gull, it means..”

“Everyone will know.” they repeat simultaneously. “So what do you propose we do?”

Valerie sighs once more, “Well, it certainly appears that Oscorp isn’t giving us many options, and their expansive resources will give us much more freedom to pursue your, more ambitious ideas.”

Hayden’s eyes light up, “So we could make the power suit, the hoverboard, self-tying shoe laces..”

“Remember Mr. Gull that we are still a company that produces medical technology.” she snaps.

“Hey, I’m just kidding, it was just a reference. You know? Back to the Future? Haven’t you ever seen those movies?”

She raises an eyebrow, “No, all I know of it are the references you and our colleagues constantly make to it.”

“Right...pfffff forgot. Before your time. Don’t mind the old man here!” he laughs, before the two walk back into the warehouse. **  
**


	2. Leaving For New York

       Valerie waits for the bus on a deserted street up from the company warehouse. While just old enough to drive, she knows that one accident as a minor could mean damaging her insurance for life, and besides, driving on the freeway back to the city isn’t another stress she needs to compile on herself right now. The rest of the workers wave goodbye to her as they all walk to their luxurious cars out in the parking lot nearby. Just as she feels that all of them have left, Hayden approaches her,

“Hey Valerie, how about I give you a ride today? You certainly deserve it.”

He never offers a ride unless there’s something amiss, and today has certainly led to a twist in events,

“Alright.”

She follows him down the grassy hill to a dirt parking lot, which is in stark contrast to the employees’ high-priced cars. Not that all of the employees are actually very wealthy, its more of a means of status. She gets into Hayden’s BMW, the leather seats bouncier than she anticipated, and the inside having that distinct car smell.

He starts up the car and Valerie buckles her seatbelt, “So, New York it is?” he asks, refusing to allow the space to be filled with silence.

“Yep. Hard to believe we’ll be leaving the warehouse.” she remarks.

“I know. It’s cool to say during interviews, ‘you know, we invented our AutoRevive devices in a dingy, rusty warehouse that we rent for two hundred a month.’”

She chuckles sarcastically, “Well, I’m sorry you don’t get to brag on national television anymore.”

“I don’t brag, I’m informing the public about our products, which you don’t appear to be doing much of. Most of the tech world doesn’t even know what you look like, they think I’m the boss.”

“And that’s how I like it.” Valerie admits wholeheartedly. “I prefer working behind the curtain to getting up and presenting some kind of slide show.”

Hayden smirks, “You’re just camera shy.”

“...perhaps.”

   Hayden drops Valerie off at her house in the suburban neighborhood in San Francisco. They wave goodbye to each other before he speeds off, and Valerie walks up the steps and takes out her key to unlock the door,

“I’m home!” she announces, taking off her shoes.

Her heart sinks when nobody responds, but she continues by running upstairs to her room, a small room only made to look smaller by the amount of stuff crowding it. There are rows of stuffed animals, most of them worn and tired from time. She drags out a travel suitcase tucked away in her closet as well as a carry-on backpack. She knows she’ll have plenty of time to prepare for the trip, and money hasn’t been an issue since her company’s first success, but this already felt like the final goodbyes. She looks around the room she practically grew up in. Her eyes fall on the paint stain she made painting her rudimentary robot made out of a toaster, some copper wire, and a chain of Christmas lights. Naturally, her parents were ecstatic, but not from her creation, from the fact that she might’ve set the house on fire.

“Are you home Valerie?” a female voice calls from downstairs.

Valerie runs down the upstairs hallway to the staircase, “Yes Mom, I’m home!”

She nods firmly, “Good.”

Valerie scurries down the stairs as her mother turns around and begins walking down the downstairs hallway, “Hey, Mom, guess what? My company is moving to New York!”

Her mother turns around, nearly hitting Valerie with her shoulder blade in the claustrophobic hallway, “...what?”

She nods, “Yeah, and I’m going there too!”

Her mother gasps, “When did you find this out?”

“Just today at work.”

She sighs, “Valerie, do you really feel you’re ready for this?”

“Ready for what?” a softer, gentle voice asks.

“Dear, our daughter wants to move to New York.” she informs him.

He makes a sudden head gesture, clearly surprised, “Oh...uhm...well, isn’t she a little young to be living on her own?”

“Mom, Dad, I’ve lived on my own before when I went to Stanford, remember?”

Her mother puts her hands on her hips, “Yes, but it was close enough so that we could visit on weekends, that’s why we chose that school. You remember what that was like. You were too young to live on your own then, and you’re still too young now.”

“Mom, I can’t just leave my company! We’ve just been bought by Oscorp, for crying out loud! They’re the guys who make all your medication, and they want me in New York!” she cries out, her adult composure now melted away completely.

“Well, what if Oscorp doesn’t want you?!” her mother lashes out. “Do you think a giant corporation wants their CEO as well? No, they just want your scientists, for resources. They’ll drop you as soon as you sign that contract.”

Valerie is left in silence, unable to form words. She stares at her mother, mouth a gap. Her father puts a hand on her shoulder, “Valerie, this might just be a blessing in disguise. You could go back to high school with all your friends. We know how much you miss them.”

Her entire body shaking, she pushes her father away, “No. I’m going to New York. I’ll make them take me. They can’t have my team if they don’t.”

   The private Oscorp jet lands in the airport right on schedule. Valerie is in utter awe, when Oscorp offered to pay for transportation, she never thought they’d fly over one of their personal aircrafts. The rest of her crew is in similar awe, although they’re much more expressive of it. They rush over to the windowed walls to watch as men in suits begin stepping off the plane. As soon as they realize that the men are here of them, they rush away from the windows as quickly as possible, assuming casual positions. The men in suits stop just at the entrance, and the one at the front clears his throat,

“Gentlemen, may we speak to the...uhm...real CEO of SapphireTech.” he asks, glaring at Hayden.

Valerie closes her magazine, “That would be me.”

The men in the suits stare in disbelief as Valerie, who made the effort to dress in her most formal business suit, confidently strides over to the man who just spoke, “Pleasure to meet you, Vice President Menken, I presume?” she asks, before offering her hand for him to shake.

The men look at each other before they all start laughing almost uncontrollably. The man at the helm is the first to recover, “Oh, how adorable! You do have a sense of humor, Mr. Gull, is this your niece?”

Valerie’s face goes cold, her hand shaking, and she feels her face has become flushed red, yet she still holds out her hand. The rest of her team quietly cringe and try their best to fade into the background. Out of VP Menken’s entourage of men, a young woman steps out from them, holding a clipboard,

“Uhm...sir...that is the CEO of SapphireTech. Dr. Valerie Polina, sir.”

Him and his team immediately stop laughing and regain their composure, an eerie murmur exchanged among them. VP Menken clears his throat again, and firmly shakes her hand, “Well, we’re, so very sorry for the confusion Dr. Polina.”

She sighs, her expression now having turned to unamusement and withheld anger, “Hmph, well, take care to not make that mistake again.”

“Rest assured, Oscorp welcomes all of you onboard. If you will join us in the plane, we’d like to continue our conversation there.”

Valerie and her team file through the entrance and into the plane, but Valerie lags behind them slightly, shying to the back of the group. Everyone is quiet, with the more casually dressed SapphireTech employees given the freedom to put their hands in their pockets. Hayden looks behind him, and sees Valerie in the back, staring at the carpeted floor and slightly dragging her side along the metal tunnel entrance. He walks over to her and puts his hand on her back, “C’mon now.” he whispers, “Its your time to shine.” **  
**


	3. Men of the Buisness

   Valerie seats herself across from VP Menken. The seats are a black leather, with the chairs organized in sets of four. The female with the clipboard sits next to VP Menken, while Hayden sits next to Valerie. The SapphireTech team and the Oscorps suits all sit around the four, pretending not to listen in on their conversation.

“So, Dr. Polina, once we land in New York City, you’ll meet Oscorp’s CEO, Norman Osborn, but for now, I’ve been told to give you a brief summary of you and your team’s duties in Oscorp.” VP Menken begins. “You’ll still have control over your team, in fact, we won’t be adding any new members to your team.”

Mentally, Valerie breathes a sigh of relief, so she still has a job.

“However, we ask that your team divert all of their attention and resources to one specific project, and that project Mr. Osborn will discuss with you later.” he continues.

“Hang on, will I be attending this meeting with Mr. Osborn?” Hayden asks.

VP Menken turns to the woman with the clipboard, “That will be up to Mr. Osborn’s assistant, Ms. Felicia Hardy.”

Felicia politely shakes his head, “I’m sorry, but Mr. Osborn would like to speak with Dr. Polina alone.”

“Oh…” he mumbles, shrinking in his seat.

“While Dr. Polina has her meeting with Mr. Osborn, I’d love to give you and your team the grand Oscorp tour.” she offers, leaning in slightly towards him.

Hayden smiles at her, “That would be great.”

VP Menken clears his throat, something he clearly does often, “Now, along with signing onto the Oscorp family, there’s bond to be press who will pick up the story, especially with such an, unusual team. However, you are not to speak with any of them unless we give you permission. That will be clarified once you sign your contracts.”

“As for consensual media appearances, we’ve signed for both you to appear on The Daily Bugle with  Isabel Bunsen, as well as a separate interview for the newspapers.” Felicia informs them, reading off her clipboard.

“B...both of us?” Hayden blurts, looking over at Valerie.

Felicia smiles, “Yes. While you handled your company's PR very well on your own Mr. Gull, Oscorp feels that the introduction of Valerie into the public eye will spark increased interest in your company’s products.”

Hayden glances over at Valerie again, who’s worried expression tips him off, “Its just...I don’t think she’s comfortable with that sort of thing. And, and you know how the media can be, they’ll turn her into a tabloid star, and she’s only seventee-”

“Mr. Gull, I can speak for myself thank you very much.” Valerie barks. She takes a deep breath, her hands clasped together, “I would be honored to make these appearances. And as a public figure, I will be a model citizen as to be a good representative of Oscorp.”

Felicia smiles and nods, “Alright then.”

The the other nine members of SapphireTech begin applauding, with Mr. Torger clapping the fastest and the loudest, so much so that his Google Glass glasses fall off, and he clumsily picks them back up.

   The rest of the plane ride mainly consists of small talk, and halfway through the trip, a flight attendant walks out and begins offering drinks. Valerie didn’t expect that a business plane flight could be so casual.

“So, how did you and Mr. Gull meet?” VP Menken asks.

“Mr. Gull and I met while we were still in university.” Valerie explains.

He nods, “Yes, I’ve always insisted she call me Hayden, but she feels that’s too unprofessional.” he gives her a knowing smile.

VP Menken peers over at Felicia’s clipboard before continuing, “Ah...yes, and you two both graduated from Stanford University. How impressive! Could you tell us a little more?”

Hayden chuckles, “Well, originally I was just studying at my local city college to be a lawyer, however, I found it, unsatisfying, so out of curiosity, I took a class in engineering, and I’ve been in love ever since.” His lines feel very, rehearsed. He knows exactly where to add emphasis, and how to present his general body language, “Eventually I was accepted to Stanford which is where I met Valerie. We started SapphireTech while at Stanford, and by the time I’d completed a bachelor's degree in engineering and she’d gotten her PhD in medicine, SapphireTech had already sold its millionth unit.”

VP Menken smiles, “Well Mr. Gull, you clearly have your story straight, Valerie, what about you? You’ll need to be able to respond to these kinds of questions when you’re in front of the media.”  
“Oh, of course.” she stutters, “Well, like Hayden said, we met at university. Being a lot younger than most of the other students, I didn’t have many friends, but Hayden kindly reached out to me. He would tell me about all the ideas he had for inventions, and I’d tell him about how I would build simple things out of household objects as a child.”

Hayden smiles, “But you know, at the time, all of my ideas were just that, ideas. It was Valerie who pushed me to actually make these things a reality. At first it was just Valerie and I goofing around, but once these things actually started selling, I hired a couple more of my friends, all of whom are in this plane with us, and we founded SapphireTech.”

She looks at him jokingly, “I would hardly call it, ‘goofing around’.”

   The plane lands, and everyone files from the airport to the New York streets. There, two limousines were waiting for them. They truly spared no expense.

“From here, we’ll separate. Felicia will take Dr. Polina to Mr. Osborn’s office at Oscorp Tower, while my coworkers and I will take the rest of your team to their new laboratory, also at Oscorp Tower.” VP Menken explains.

“Why do we need two limousines if we’re going to the same place?” Mr. Torger asks.

“Mr. Oscorp’s office is strictly off limits. The entrance is only accessible through an alternative entrance.” Felicia replies coldly.

Mr. Torger shies back, rather embarrassed, “Oh…”

Valerie and Felicia enter their limo while the others lead into the other one. Hayden hesitates at the door, looking over at Valerie just as she’s about to step in. She looks over at Hayden, and waves to him, before disappearing from view.

“Is she gonna be okay?” he asks himself aloud.

One of the other scientists rolls his eyes, “C’mon dude, you’re not her father.”

   Valerie instinctively looks around for a seat belt once they enter the limo, but can’t find one in the folds of the cloth seats.

“Have you ever ridden in a limo before?” Felicia asks.

She shakes her head, not making eye contact with the woman.

“Its cool, that was my reaction my first time too. Uhm...may I ask, how old are you?”

“Seventeen.” she replies, “And you?”

She gasps, “Oh my gosh, we’re the same age! That’s so cool.”

“Oh...really, I’m surprised that Mr. Osborn’s assistant is so, young. If you’re the same age as me, shouldn’t you still be in high school?” Valerie reasons.

“Uhm...I could be asking you the same question, Miss CEO of SapphireTech.” Felicia counters, “But really, I’m taking senior year online. I got the job last year, and found that assisting and school at the same time was too hard together.”

“Ah, online school, that’s sounds really convenient. I wish I could’ve done that.” she comments.

“What was it like? You must have been really young compared to everyone else.”

Valerie bites her lip, before responding, “Well, at first it was okay, I was just a little shorter than everyone else. But the further I went up in grades, the more obvious the differences became, both biologically and socially.”

“Were you ever picked on?” she asks.

Valerie raises an eyebrow, “Wasn’t everyone?” **  
**


	4. Noman Osborn

   Instead of going into the clearly marked Oscorp Parking Garage, the limo carrying Valerie and Felicia circles around the building to what looks like a small flowerbed decorating the back of the Oscorp building. The driver pushes a small button attached to the limo, and the flowerbed separates to reveal a hidden entrance.

“No way.” Valerie muses, “There’s no way you can keep that thing a secret.”

Felicia shakes her head, “Of course not, we’re on a busy New York street. Its more about the exclusivity. Not just anyone can enter Mr. Osborn’s private office and quarters.”

“Private office and quarters? Mr. Osborn lives here?” she asks.

“Yep. There’s a penthouse adjacent to Mr. Osborn’s office.”

“Geez, what does Oscorp not have?” Valerie wonders.

   Felicia and Valerie exit the limo, and Valerie follows her to a elevator, already open and waiting.

“Mr. Osborn’s office please.” Felicia commands clearly to the screen on the side of the elevator.

“Yes, Ms. Hardy.” the automated AI responds.

“Very impressive.” Valerie comments.

She nods, “Yeah, for this elevator, only certain voices are accepted. On the way back, we’ll register your voice as one of the accepted ones.”

“Alright.”

Valerie’s stomach sinks as the elevator bell dings, and the doors slowly part. His office, in contrast with the rest of the building, is a little more old-fashioned, its design relying more on mahogany wood and granite marble than glass. Although there’s still a small meeting table with a modern design and a decorative glass map of the world with the Oscorp logo over it.

Norman Osborn sits behind a traditional wooden desk, looking over some kind of holographic template.

“Mr. Osborn?” Felicia calls, “I have Dr. Valerie Polina here, of SapphireTech?”

He looks up from his work, and he swipes away the hologram, it completely disappearing from view, revealing his sickly appearance, “Ah, of course. Ms. Hardy, help me up, will you?”

Felicia races over as fast as her stiletto heels can carry her, in order to push Mr. Osborn in his chair, which turns out to have some medical equipment attached to it. He looks frail and tired, and the shade of his skin is almost...green.

“Mr. Osborn is suffering from retroviral hyperplasia.” Felicia explains, “Oscorp’s been trying to find a cure for years.”

“Is that what you want my team working on? Finding a cure?” she asks.

“Not quite.” Mr. Osborn replies, his voice soft, “I understand your team is more focused on medical equipment. And as you see, I’m using one of your products right now.” he gestures for Felicia to turn his chair. She does so, revealing a SapphireTech AutoRevive strapped to the chair, a plastic tube snaking from it and disappearing under his shirt.

“You see, I’ve been working on a specially designed suit that will stabilize my condition. I’ve sent the schematics to your new office here in Oscorp. This is what your team will be working on.” Mr. Osborn finishes.

Valerie nods, “Alright, thank you Mr. Osborn.”

She turns around to exit, when he raises a hand, “One more thing, Dr. Polina, since you are new to New York City, I have arranged for an apartment for you. After you finish your work here for the day, I’ll have Felicia escort you there.”

“Oh…” she’d already planned on staying in a hotel with the rest of her team until they could all find a place to stay. Guess she doesn’t need to. “Alright then, thank you Mr. Osborn.”

“No need. Now, get to work!” he commands jokingly, giving a thumbs up.

Felicia and Valerie exit the office, and Felicia has her register her voice on the elevator’s AI system,

“Say, I think that went well. Mr. Osborn likes you.” Felicia comments.

“Thanks, I didn’t expect Mr. Osborn’s condition to be that...severe. He’s still running the company like that? It must be incredibly difficult.”

“Yeah. Doesn’t want to let go I guess, and no way does he want Menken to take over. I have a feeling he’s going to keep going till the bitter end.”

Valerie pauses, “Why not Menken? Isn’t that the point of a Vice President?”

Felicia stares off to the side, twirling her dark brown hair, “Its complicated, business stuff. To be honest, I don’t understand most of it.”

She nods slowly, “Uhuh.”

This time, the elevator goes down to one of the regular Oscorp floors. Valerie follows Felicia through the narrow hallway, where they pass various laboratories and workshops, completely visible through the glass walls. Most of the employees wear white lab coats and goggles, and their expressions are blank and orderly.

“Right over here.” Felicia points to a glass door with metal handles.

They enter to see that the SapphireTech team is already hard at work moving in and setting up, already in the standard Oscorp work gear. Hayden sees them, and rushes over,

“Hey Valerie, Ms. Hardy.”

Felicia giggles sweetly, “Please, call me Felicia.”

He smirks mischievously, “Alright then, Felicia. Call me Hayden.”

Hayden looks over at Valerie, who is clearly a little more than uncomfortable, her eyes wide and scanning around endlessly.

“Welp, thank you for bringing Valerie here. I’ll...catch you later.” Hayden smiles at her, while patting Valerie on the back, “So, how did the meeting go?”

“Well, Mr. Osborn seems pleased in having us join his corporation. He sent me the schematics for the project he wants us working on. Shall we look at them together?” Valerie offers.

“Alright.” he agrees.

“Also, could you have one of the guys transport my stuff? Apparently, Mr. Osborn has arranged for my own private apartment.”

Hayden arches his eyebrow in surprise, “Seriously? Is that...legal?”

“Mr. Gull, if you’re flirting with someone the same age as me, I don’t think the legality of  living on my own should be your number one concern.”

“Wait, she’s your age?!” Hayden realizes, “Oh god...I feel like a pedo.”

“Its technically okay now that we’re in New York.” one of the engineers shouts out, “Age of consent is seventeen, not eighteen.”

“Well, you learn something new everyday, thank you Brandon.” Hayden smiles, double-pointing at him, “Hey Valerie, you know what that means?”

“I don’t care.” she snaps bluntly, “We’re here to work, if you really want to discuss such matters with me, they should be after business hours.”

“I know, I know, but this is...kind of, sort of business related. You do know that Norman Osborn has a son, just about your age?” he asks, as they begin to walk towards the small office separate from the SapphireTech workshop.

“No, I wasn’t aware.”

“Well, I was thinking, what if you two met...because, you know, I think you’d get along with him really well...and well, you know where I’m going with this.”

“She can do way better.” another engineer shouts out.

“Wow, for glass walls, sound bounces off of them really well.” Hayden realizes, “Lets talk more in your office, shall we?”

Valerie pushes open the wooden door with her name plaqued on it. Inside is a small, but very neat office, not unlike the one she had back in Silicon Valley. She slips into the office chair and turns on the holographic computer at her desk.

“Wow, hey, none of us have one of those. And that’s surprising, considering that Oscorp is obsessed with holographic technology.”

She pulls up the project that Mr. Osborn sent her, and opens it up, “Wow, check this out.”

Hayden puts on his reading glasses and peeks over, “Hey...this is kind of similar to the power suit idea we were working on.”

“Yeah…guess this is why Oscorp brought us on board. But something’s different about it…” Valerie zooms in on the suit, “Its primary purpose is to stabilize retroviral hyperplasia.”

“That’s the disease Norman Osborn has, the suit must be for him.” Hayden realizes.

“There’s also some extra documents with the suit design.” Valerie swipes the hologram to access them, and begins reading bits of them aloud, “Since retroviral hyperplasia needs a stabilizing agent...testing every substance possible...most successful agent...cross species genetics?” she turns her chair around, “Oscorp researches cross species genetics?”

Hayden chuckles, “Its Oscorp, of course they’re researching cross species genetics, their specialty is biological technology, right?”

“Well, I guess if we’re going to be building this suit, we might as well look into their cross species genetics research.” Valerie suggests, “Perhaps we can speak to the scientists in charge and get some samples to use for testing.”

“Alright, weird gene altering research, here we come!” Hayden declares, doing a fist pump.


	5. The Accident

   The twisted hallways of Oscorp’s various laboratories all seem to blend together into one endless maze as Valerie and Hayden explore the bottom floors dedicated entirely to cross species genetics. They start from the bottom up, working their way through Oscorp’s wide variety of live specimen.

“Well, none of the research has been perfected, but if you’d like some samples I’m sure Dr. Connors would approve the transaction.” one of the scientists assures them.

“Is Dr. Connors your supervisor?” Valerie asks.

She nods, “I’m actually just an intern here, but they give me access to most of the laboratories here since I’m under Dr. Connors supervision. Would you like me to show you around?”

Valerie notes the woman’s youthful appearance, as she appears to look only a little older than her at the most,

“Hmm, I think Oscorp has a habit of hiring young talent.” she whispers to Hayden.

He nods in agreement, but refrains from saying anything.

She begins leading them through the various exhibits, “Most of our subjects are lizards, but we also have a small selection of rats, spiders  and we just started testing on electric eels down in the power grid.”

“I understand the rats, but, lizards, spiders and eels? Why those animals?” Hayden asks.

“They all have a particular quality that Oscorp wishes to harness.” she explains, “For example, the lizards are Dr. Connor’s favorite, because of their ability to adapt and regrow their tails.”

They pass through the various cages of rats and lizards, all of them seemingly normal. Some of them however, are missing various appendages like legs or tails.

“The spiders are kept here in a separate lab.” the intern explains, but just as she reaches for her keycard to open the door, she presses on the door with her hand and finds its already open, “Huh, that’s weird. This door is suppose to be locked.”

She cautiously begins wandering in, and Hayden and Valerie follow. At first glance, everything appears to be normal, until the intern sees that the large room-like storage container appears empty.

“Oh no, what happened to the spiders?” she gasps, running over to the control panel adjacent to the storage room.

Valerie looks through the glass window separating this room and the storage. Peering down, she notices that the spiders have all congregated to the floor of the room,

“They’re all down there.”

The intern notices this as well, “Wha...someone deactivated the radiation chamber. They’ve turned off the radiation device.” she points to the small laser behind her in the corner of the room, “I’ll have to get someone from IT to take a look at it.”

“Is it completely safe to be around an active radiation device without protection?” Valerie asks.

Suddenly, four other scientists enter the room, and it takes only moments for them to react, “Ms. Stacy, aren’t you suppose to be giving a tour to the new interns?”

The intern looks up in surprise, “Sir...I was just showing these two from engineering the specimen when-”

The other scientists burst forth, two taking over the control panel while the other two with protective gear on enter the room and begin fussing with the spiders.

“Alright, activate the radiative control.” one of the scientists orders.

“Sir, someone’s tampered with the controls, we shouldn’t touch it until we know what’s wrong.” the intern pleads desperately.

“Its on, but its...shaky, Ms. Stacy’s right, there’s something wrong.” a scientist operating the control panel informs.

Just then, the laser begins rapidly firing beams of colorful light all around the room. The scientists all begin rushing out of the room. In their panic, they knock Valerie down, what with her being comparatively smaller. Hayden reaches out to grab her, but one of the radioactive blasts hits her right in the stomach, sending shocks throughout her body. The intern, also still in the room, has slowly been making her way across the room and finally making it to the laser, slams the emergency brake and disables the machine. Hayden grabs Valerie and cups her lifeless body in his arms,

“Valerie, can you hear me?! Valerie?!”

“Get her out of here. Make sure nobody sees this.” one of the scientists orders.

The other scientists disinterestedly take Valerie from Hayden, who’s left with the intern,

“What kind of radiation was that?! I mean, I’m no expert, but I took high school physics and I’m pretty sure that’s not how radiation works.”

Two security guards walk in and begin to escort Hayden out of the laboratory, all the while Hayden’s expression is dour, but determined.

   Valerie believes at first to be in heaven, or some sort of equivalent, until the nearly blinding bright light focuses to reveal the florescent lights of a hospital room. After her momentary grogginess wears off, she feels completely fine, almost as if she’s just woken up from a relaxing nap. Questions begin filling her head. How long has she been out? What happened to her exactly? How long would she have to stay in the hospital?

Just then, a nurse enters the room,

“Are you feeling alright?” the nurse asks.

She nods, “Yes, I’m perfectly fine, thank you.” she begins to sit up, and has no trouble doing so.

“Well, for someone in your condition, you’ve made a miraculous recovery.” she notes, “I think you’ll be able to go home today.”

Valerie lies in her hospital bed as the nurse gets up and leaves. She makes a note to herself to talk to Dr. Connors about the way those scientists treated her and that intern.

A little bit later, Hayden, Brandon, and all of the other SapphireTech engineers walk in with flowers and balloons. Hayden practically runs up to Valerie and gives her an embracive hug,

“Oh, I’m so glad you’re alive! How’ve you been holding up?”

“I’m completely fine.” she tells him, “In fact, I’ll be able to leave today.”

“That’s great.” he smiles, but his smile wavers slightly, “Say, can I talk to you for a second? Alone?”

The other engineers all nod understandably and file out.

“So, how long have I been out?” she asks, adjusting her body slightly in her bed.

He sits down on her bed, “Only a couple of days. While you were out, the guys and I moved your stuff into your apartment. You should see it, its really something.” his grin then fades entirely to a serious composure unusual to him, “But, Valerie...we found out you left for New York without your parents’ permission.”

Valerie’s heart sinks, “Wha...what do you mean? They knew I was leaving, and even though they didn’t approve of it, they weren’t trying to stop me.”

He places a hand on her shoulder, “You left without saying anything. You freaked them out, so they called us, and we flew them over here.”

“You what?!” she shouts, “Why?! Why are they here?!”

“They’re your parents Valerie, and they’re really concerned about you.”

She crosses her arms and sighs, “And I thought I was doing them a favor.”

“Look, just talk to them. You’re smart, I’m sure you can work something out.” he assures her, brushing her hair with his bony hand.

She twists her lip, and then silently nods, her expression fearful.

Hayden gets up, “They’re outside. When you’re ready, they want to see you.”

She slumps back into her bed, mentally preparing to face her parents. How much of a fuss would they put up? Would she have to leave the company, even temporarily? What would Oscorp think?

After sitting in her bed musing over these questions, she comes to the conclusion that she’ll only have more questions unless she goes out and confronts them. She unstraps the pulse monitor on her arm and walks out of the room. Someone had changed her clothes, but thankfully they’re from her own wardrobe of polos, t-shirts and jeans. Her parents are both sitting on a bench in a small break room, and when they see her, they light up, and they race towards her,

“Oh my god, Valerie, I can’t believe you’re alright!” her mother sniffles, as both of her parents squeeze her in a group hug.

As they pull out of the hug, Valerie is careful in choosing her next words, “Mom, Dad, I’m so sorry for leaving without telling you.”

Her father smiles, “Valerie, we just wish you’d tell us these things more.”

“Especially this, this is such a big step for you. We’re just not sure if you’re all that ready yet.” her mother chimes in.

Valerie’s first thought is to object to this, but she doesn’t want to ruin this happy moment for them, after all, they probably thought she was dead.

“We’re going to pull you out of your work for now.” her mother announces.

Valerie screams inside, they can’t do this, how can they do this?!

“At least,” her father adds, “until we can work something out.”

At this point, her previous consideration for her parents’ feelings have completely disappeared, “There’s nothing to work out, I’m practically an adult now, and this is what I’ve decided to do with my life.” she declares angrily.

“You’re still very young Valerie, and we’re worried that you’re not ready for this kind of responsibility.” her mother sternly tells her.

“And besides, you might grow to like school.”

She pauses, “...school?”

Her father nods, “We’re going to send you back to high school.”

Valerie feels her heart nearly explode in her chest, “Wha...you, you think that’s going to help?! I hated high school! You think sending me back will prepare me for anything other than an insane asylum?!”

“Valerie, calm down. You’ll still be in New York, and this is only temporary-”

“I don’t care!” she interrupts her mother, as she begins furiously marching out of the hallway, “And I’m living in my own apartment, not with you.” **  
**


	6. Bouncing Off the Walls

  “That was uncalled for.” Hayden sternly tells her as he drives her from the hospital.

 “...I know, but what they’re doing is also uncalled for, don’t you agree?” she asks.

 “That may be true, but it doesn’t justify you lashing out like that.”

 Valerie scoffs, “My mom does that all the time.”

 “Look, the guys understand, and I’m sure Oscorp will too. After all, you’ve never had a real vacation, have you?”

 She stares up at the cushiony ceiling of the vehicle, “No, I guess I haven’t.”

 “Exactly. So please, enjoy it. Knowing you, school should be a breeze. You’ll be back to work before you know it.”

 “Thanks…” she mumbles, shifting over to stare out the window.

 “Hey, I wish I could be like, go back to high school.” he comments, “You make some good memories.”

 “I don’t know where you get your perception of high school from, but it sounds very different than the high school I remember.”

 “Maybe one day I’ll show you some of my old high school pictures.” he tells her.

 “No need, I’ll just look them up.” she starts, “Wait...the internet did exist back then, right?”

 He chuckles, “Yes, it did, but it was very different.”

 She pulls out her phone and begins tapping on it with both thumbs, but after a few minutes she stops, “...hang on...you had a MySpace?”

 “Yes, we all did back then.” he admits, smiling as he watches the slow roll of the cars in front of him.

 She scrolls down to a picture of a teenaged Hayden wearing a blue polo with the collar popped up, “Oh...no offense, but...you were a douche.”

 He laughs harder this time, “Oh...I have to agree.”

 “Bet you were the party type.” she jokes.

 He reaches one hand out and scruffles her hair, “See? You need to be more like this, this is you. Whenever we’re at work you’re all cold and businesslike. Like a mini-adult.”

 “But that’s because that’s work.” she argues, “I have to be professional at work. Otherwise nothing would be accomplished.”

    Hayden parks his car in front of a tall building with light blue tinted glass. Valerie follows him up the foundational steps and enters. As soon as they enter the building, they head for an elevator where Hayden punches the button for the twenty third floor,

 “You’ll love how the guys and I set up your apartment. As soon as we found out you were gonna be alright, we wanted to give you a little welcome back present.” he explains.

 “That’s great. Tell the guys I say thanks.” she tells him.

 He awkwardly adjusts himself a little, “Hey...is it getting hot in here?”

 She shakes her head, “I don’t think so.”

The elevator dings open and Valerie and Hayden exit. As they walk down a small hallway to her apartment, Valerie begins to notice that she can hear Hayden’s heartbeat, even though he’s a couple of feet away. She turns around at the door and sees that his expression has become somewhat preoccupied. What’s going on?

 He suddenly notices that Valerie’s staring at him in anticipation and he snaps back into reality, nervously chuckling as he begins fumbling for the keys to the apartment. Just as he gets a hold of them, his strangely slippery hands lose grip of the keys and they fall from his hands.

 “Oh, I got it!” Valerie declares, reaching out and snatching them with lightning speed.

 She’d never had such fast reflexes before, but in those moments, everything felt so much slower than they actually were. Was it her reflexes or her perception?

 She quickly plugs the keys in and opens the door. Her apartment is so much more spacious than what she’d imagined, definitely not the typical New York apartment that’s smaller than the average bathroom. The first room has a living room and a kitchen, and a tight corridor leads to the bedroom and bathroom. The apartment is also completely furnished, with kitchenware, a couch and all of the stuff she’d brought from home decoratively placed in various locations.

 “Woah…” she walks in, taking in the room.

 “Yeah...its nice, right?” Hayden mumbles.

 She turns around, to see that Hayden is clinging to the doorway, clenching his teeth, “Hayden...are you okay? You look constipated.”

 He continually clings to the doorway, now appearing very close to getting on his knees, “...I...well...I hope….you like your...new...gotta go!” he then bolts down the hallway as fast as his lanky legs can carry him.

 What was that? Was it something she said? She then realizes that the radioactive blast might have done something to her. Maybe she has a third eye and Hayden freaked out. She rushes to the bathroom mirror. On the way, she slips on the living room rug and trips, one hand catching herself. On a handstand. Having never done a handstand before, Valerie gasps as she realizes she is supporting herself on her left hand alone. Very carefully, she lowers her legs down, but finds her left hand still firmly placed on the ground. She purposefully lifts it up to find a sticky, web-like material attached to her hand. Was that there before? Not that she could remember, and it certainly couldn’t be strong enough to allow her to flip into a handstand.

 She rushes to the mirror to find that she’s perfectly normal appearance wise. No third eye. But the handstand, the sticky material and Hayden’s weird reaction need to be checked out. She leaves the bathroom and plops herself onto the couch, trying to think of anyone who she could turn to. Just then, she looks down at the coffee table in front of the couch and sees a small piece of paper. Upon lifting it, in a very neat handwriting is the name: Norman Osborn, and a phone number. Whipping out her phone, she dials the number,

 “Hello? Norman Osborn’s office, Felicia speaking.”

 “Hello Felicia, its me, Dr. Polina. Is Mr. Osborn in the office at the moment?” she asks urgently.

 “Oh, hi Valerie! I, I mean, Dr. Polina. Mr. Osborn is in his office, he’s been expecting your call. Just a minute.”

 After waiting a couple of seconds, Valerie hears a little background noise and rustling, “Dr. Polina? So good to hear you’re alright. How has your recovery been?”

 “Miraculous. Almost, a little too miraculous. Mr. Osborn, I think that radioactive blast might have done something to me. What was it exactly?”

 “The radioactive beam that hit you was a specially constructed and contained several DNA traits of various spiders. We were trying to use that beam on our test spiders, not on you. Are you having any kind of unusual symptoms?”

 “Yes...I think I am.” she then begins explaining her ability to catch the keys, her handstand and Hayden’s reaction to her.

 There’s a slight pause before his response, “Alright, I want you to come to my office immediately. I’ll be able to examine you better there.”

 “Thank you Mr. Osborn.”

 “Please, call me Norman.”

   The subway ride to Oscorp is absolutely unbearable for Valerie. Everyone on the train started staring at her in one way or another the minute she entered. Strangely enough, every female on the train all react the same, disgusted. But every male acted every which way, some like Hayden, act completely nervous. Others start smiling in a creepy fashion. One of them even approaches her,

 “Hey...uhm, have we met?” he asks.

 “No, I’m pretty sure we haven’t.” she replies coldly, not picking up on his cues.

 He leans onto the train wall, while everyone else on the train looks on, “No, no, I’m majorly sure we’ve met before.”

 She rolls her eyes, “Sir, would you please just leave me alone?”

 He takes a step back, “Sir?” he chuckles, before leaning back in a little closer this time, “I’d like to think you and I are about the same age. Class of 2012, you?”  
She twists her lips, “...Class of 2011, in college.”

 The train comes to a stop, throwing the guy off balance. Valerie uses this opportunity to slip out of the train, “Nice meeting you!”

 “But..I didn’t even get your number!”

   She’s so glad that she hardly ran into anyone as she made her way into the special elevator that would take her to Mr. Osborn’s office. When she rose up to the lobby of his office, Felicia’s there waiting for her,

 “Mr. Osborn is waitin-...oh my god, Valerie! Is that you? You...you need a bath!”

 While embarrassed, she mentally pushes past it, “I’m pretty sure they bathed me while I was at the hospital. And I think this new ‘smell’ has something to do with being shot by that radioactive beam.”

 “Well, whatever it is, please take care of it, ASAP!”

 The two file into Mr. Osborn’s office, now in a wheelchair, has his back turned to the window, “Felicia, you may leave now.”

 “But...Mr. Osborn, I’m always present at your meetings to take notes for you.” she argues.

 “I won’t need your assistance here, Felicia, now please. I’d like to speak to Dr. Polina alone.” he tells her.

 Clearly hurt, she slowly backs out of the office, closing the door behind her.

 Mr. Osborn turns around, revealing that his condition has rapidly worsened, his skin now a greenish-grey, his head tilting to the side, his eyes nearly lifeless. His articulate voice is about the only thing left of him that’s even remotely healthy.

 “You’re experiencing these new...powers.” he chuckles, “Right now, there are scanners in this room, analyzing all of your vitals. Really, they’re suppose to be for me, but I think we can make that exception.”

 Suddenly, red lights being gleaming over her, “And I’m also scanning other things as well, like your DNA.”

 “You have the technology to do that?” Valerie asks, admiring the lasers that appear to be coming from no where.

 “I hope you don’t mind. And please, don’t move, I need to get an accurate reading.” he meekly pushes his wheelchair over to his desk and activates his holographic computer, “But for now, I’ve noticed that one of your new abilities is pheromone excretion.”

 “...so that’s what it is.” she realizes, “I didn’t know spiders secret pheromones.”

 “They do. That’s why in tests we use this.” he picks up a small glass perfume bottle on his desk, “To nullify pheromones in certain spiders so we can use selective breeding. If I’m correct, it should work on you too.”

 “Thank you Mr. Os-uhm, Norman. But may I ask, why aren’t they affecting you? I mean, in my short experience, the pheromones usually cause a rather...colorful reaction.”

 “That’s probably because I’m currently breathing into a plastic tube.” he admits, “And besides, I work with beautiful women, look at Felicia.”

 Valerie can’t help but chuckle a little bit.

 Mr. Osborn stares at the computer for a couple of seconds more before something in the room makes a beeping noise and the laser lights disappear. Assuming she can move again, Valerie walks up to his desk to retrieve the bottle, spraying herself with some of the chemical.

 “It smells like...cinnamon.” she comments.

 “Yes, the chemical on its own smells horrible, so I combined it with some of my son’s leftover cologne. I hope you don’t mind, it was the only fragrance I had available.”

 She pauses, “I...didn’t realize you had a son.”

 “Your results have arrived.” he abruptly changes the subject, “...well, you’re a one-in-a-million success, so its very unlikely that it could be replicated.” he lets out a deep sigh, “Well, how do we know it without at least trying?”

 “Wait, you’re going to blast yourself with the same beam?” Valerie realizes, “I really don’t think that’s a good idea Norman.”

 He slumps in his chair, his hands folded, “Dr., when you’ve lived with this disease as long as I have, you feel like you’ve dodged a bullet about a million times. I’ve tried everything, and I will continue to try everything until that bullet doesn’t miss. If this radioactive treatment has even a fraction of a chance of curing me, or even extending my life, just a little, well, I think that’s a life well spent.”

 She takes a deep breath, “...if you insist. In the meantime, if there’s anything I can do-”

 He waves her away, “No, you’re young. You don’t have to carry the burdens I have. I heard about your parents though.”

 She nods, “Yes, they…they can be a bit overprotective and, and they sometimes overreact.”

 “That’s good. Means they’re doing their job. Oscorp will hold your position until you and your parents are ready for you to return. You’re very important to us, Valerie.”

 “...thank you.” she sincerely acknowledges.

 “And those suits your team is creating? Consider getting one for yourself, you could put those abilities to use. I’m thinking red.”

Taking it as a joke, Valerie giggles, “I will, Norman. Thank you.” **  
****  
**


	7. Midtown High School

   Hayden pulls up at the front street entrance of Valerie’s new high school, “We’re here.”

“Thanks for the ride.” she thanks him, stepping out, “I didn’t know who else to ask, and its hard to get here by train.”

He peers out of his window and stares up at the bright and towering building surrounded by patches of grass, with a nearby sign displaying the school’s name: Midtown High School, “Yeah, this is not what you’d imagine when you say, ‘New York City high school’.”

Just as she’s about to leave, Hayden grabs her hand, “Hey...I’m sorry about yesterday. I don’t know what came over me. I think I might have been sick.”

Valerie remembers Hayden’s reaction to what she now knows is the pheromones she emits. She wonders how they must have made him feel. She smiles understandably, “It’s fine, at least you’re better now, right? Well, I gotta go, I’ll see you after school, okay?”

She releases her hand from his grasp and walks off towards the hallway, leaving Hayden watching her go, “...I’m not so sure…”

   The halls and lockers are the cleanest Valerie has ever seen. Either this building was built within the last ten years, or the student body is the most peaceful ever. Taking in the pristine cleanliness of the school put Valerie’s nerves at ease, if only just a bit. Even though she’d come to school about half an hour early to locate her classes, the school hallways are already bustling with other students.

“Hey, aren’t you that girl on the train?” a familiar voice asks.

She turns around and sees the guy from the subway yesterday, now clad in a letterman jacket, “Well, I guess we have seen each other before.”

He chuckles, “I haven’t seen you around here before, you new?”

She nods, “Yes, I guess I am.”

“Flash Thompson, nice to meet you.” he extends a hand to her, which she accepts after only a moment of hesitation.

“Hey Flash, who’s the new girl?” a girl walking up to Flash asks him.

“Oh, hey Liz, this is...uhm...what’s your name?” he asks, rather stupefied.

“Valerie, but usually I just go by Val.” she tells them, since Val is what most people her age have called her.

“Well Val, I’m Liz Allan, and this is my boyfriend Flash Thompson, but I see you two have already met.” she reintroduces with a very happy grin, “Do you know where your classes are?”

Valerie shakes her head, “No, that’s why I came a little early.”

“Well, it doesn’t really matter.” Flash admits, “What really matters is that I get your number, and your Facebook, and your Twitter, if you have one of those.”

Liz snarls at him, “Flash! How could you?!”

Valerie, not finding a lot of comfort in this new group, gives a weak smile, “Well, I guess commitment isn’t one of your strong suits.”

Liz and a couple of eavesdroppers in the hallway give an exaggerated, “Ohhhhhh!” while Flash stands in the center, completely embarrassed, “Ha, ha, very funny guys.” he suddenly spots someone walking into the building, “Hey look, it’s Parker!”

Valerie turns towards the entrance to see a tall boy with brown hair, shyly keeping his head down as he walks through the hall. He shifts to look at Flash, and he and his entire group all push back. In examining him, Valerie accidentally locks in eye contact with him, it also doesn’t help that she’s the only one in Flash’s crowd who didn’t step back in fear. That is, until Liz yanks her back,

“Don’t get too! He’s dangerous!”

Valerie raises an eyebrow, “...what do you mean?”

“He beat Flash in basketball, and he even broke the backboard glass!” she explains, the group moving back towards the middle of the hallway.

The warning bell rings, and the group slowly begin to make her way to their first class. Valerie takes this opportunity to separate from them, remembering that she still needs to find her first class. She first quickly ducks into a bathroom to spray a little extra of the chemical perfume Mr. Osborn gave her, just to make sure that it still worked. Deducing that the first number on the room corresponds to the current floor, she eventually finds her first class. 

“There’s an open seat there.” the teacher dryly points over to a seat by the windows.

Valerie sits down, removing her old backpack she used while she was in college. The desk is quite nice, just like the rest of the school, guess they just have better schools in New York than the ones she’d gone to in San Francisco. She lays out her pencil, pen and highlighter in a neat line on one end of her desk, and a brand new notebook on the other. As she slightly adjusts her materials so that they aline, someone taps her on the shoulder,

“Hey, aren’t you…?” she turns around and sees that it’s the intern from Oscorp.

“Hi...uhm...Ms. Stacy, is it? Yes, I’m Dr. Polina, and yes, I do go to high school. It’s...a long story.”

“I thought I recognized you. And here, I’m not exactly known as ‘Ms. Stacy’. You can just call me Gwen.” she tells her.

“Alright Gwen, I guess then you can call me Valerie, or Val, that’s what my friends call me.”

She smiles, “Say, you wanna eat lunch together? I don’t exactly have a group or anything, it’ll just be me and my friend Peter.”

Valerie nods, “Sure, sounds great.”

“Great, I’ll find you during lunch.” she grins, her smile ever-present.

   Her first classes, which turn out to be Calculus BC, AP English and AP Physics, are all incredibly boring to Valerie. The subjects themselves aren’t boring, but it’s all review for her. She didn’t think they still teach about basic hydrogen bonds or Macbeth all the way in high school. She’d always figured those were more middle school things. It didn’t help that she’d also already taken these classes, either in high school or in community college...while she was still in high school.

She walks out from the hallways into a courtyard with tables and a grassy field. She spots Gwen waving at her from one of the tables and walks over to it. Along with Gwen, she sees the Parker guy that Flash and Liz were so scared of that morning. Guess he’s her friend Peter that she mentioned.

Just as she’s about to reach them, she feels someone grab her wrist,

“Hey there! Where you think you’re going?” its Flash, his sweaty hand firmly grasping her.

“I’m just...going to sit with some of my friends.” she tells him, rather confused.

“Come sit with us, we’re more fun.” he advises, and in a more hushed tone, “Besides, you don’t wanna hang out with Parker, do you?”

She rips her hand out of his grasp, much more easily than she thought, “I see no problem with it. Now if you excuse me.”

He puts his hands in his pocket, “...well, okay then. I was...was just trying to help, you know?”

“I appreciate it.” she grumbles sarcastically.

She returns and sits with Gwen and Peter, who’ve just witnessed the conversation and both have expressions of astonishment,

“...you stood up Flash Thompson?” Gwen gasps, and in breaking the silence, send both her and Peter into fits of laughter.

“That...that was amazing.” Peter chuckles, as their laughter dies down. He takes a forkful of his chili and stares at Valerie for a second, before realizing, “Oh, uhm hey, I’m Peter.”

“Yes, I’m aware, Valerie, pleasure.” she smiles awkwardly.

“Valerie...is that...like, French?” he asks, continuing to take in forkfuls of his food.

“Whenever you think something is fancy, you think it’s French.” Gwen comments.

She nods, “Yeah. I’m not entirely French though. Not quite sure what I am really. Seven kinds of white?”

Peter and Gwen chuckle at her haphazard joke. She uses his opportunity to zip open her backpack and take out her own lunch. But just as she zips it open, she lifts her left index finger and a stringy substance shoots out of her hand under the table. Her eyes raise up and thankfully see that Peter and Gwen haven’t noticed the decorative sliver of webs now splayed right under their feet. Is this another side effect? She can spin webs like a spider? She hastily takes out her lunch and places it on the table, pretending nothing happened. One of the webs fall on Peter’s foot, and his attention jumps down to the webs,

“Oh, was that-” he clenches his teeth nervously.

Gwen follows his gaze, “Oh…uhm...well, looks like that uhm...Spider-Man was here recently, right Peter?”

He looks at her, horrified, but then he sees the visual cues she’s trying to pass on, “Oh...oh yeah, yeah, Spider-Man.”

“Who’s Spider-Man?” Valerie asks, just happy to be changing the subject, “I’m sorry, I’m kind of new in town.”

“You don’t know who Spider-Man is?” Peter asks, “Why, he’s only the coolest guy ever. Have you ever seen him on the news?”

“No, can’t say I have.” she admits.

“Here, I’ll show you.” he takes out his phone and pulls up a newsreel featuring Spider-Man.

The video pans to show a fast-flying individual zoom right by the camera,

“No pictures please!” he shouts whimsically, before coming back around again, “Ah, but who am I kidding? I love the press!”

“Whoa…” Valerie watches as the video finishes, and Peter puts his phone back in his pocket.

“Pretty cool, huh?”

She nods, “Yeah, but, what is he?”

“Nobody really knows.” Gwen explains, placing a hand on Peter’s shoulder and smiling knowingly, “So...where are you from again?”


	8. Rise Above

   “So, tell me all about it!” Stephenie demanded through the computer screen.

“Well, the company is willing to take me back once I get everything sorted out with my parents. In the meantime Hayden will take my place as acting CEO-”

“Not that! I mean what’s it like at your new school.”

Valerie giggles, adjusting the volume on her computer, “Sorry. Well, the building is very well-kept for a public school, and so far, it’s been very sunny. The academics are pretty average, although the school has its fair share of intelligent students-”

“NO NO NO!” she shouts, causing feedback from the speakers, “I mean school smack! Gossip! Drama! OTPs!”

“...what?”

She slams herself into her desk chair in frustration, “Ugh, Val, to be honest, I’m surprised you survived high school at all.”

“Well, I’m not sure if I have any school gossip, I’ve only been there about a week.” she admits, “But, I did meet some other kids.”

This peaks her interests, she turns her chair towards her computer, “Do tell.”

“Well, first I was approached by Flash and Liz. I later learned that Flash is the star of the basketball team, and Liz is a cheerleader. They’ve been dating on-and-off.”

“Ugh, sweaty sports guys.” Stephenie sticks out her tongue in disgust, “I understand they’re easy to manipulate, and most of them come from money, but is it really worth it?”

“Flash is friendly...to me. But he’s also a bully, and Liz seems okay, if only a little territorial of Flash.” she tells Stephanie, making sure to avoid mentioning her pheromones.

“Oh god.” she pulls her head back so it hits the back of the chair, “This is just getting better. You better watch out for Liz. Those kinds of girls are nothing but trouble when they’re trying to protect their man. Believe me, I know.”

“Yeah, well, hanging out with them isn’t my number one priority. I also met another couple, and they’re much nicer. And we have much more in common.” Valerie tells her, “They’re names are Peter and Gwen. They’re a for real couple, unlike Flash and Liz. Gwen is an intern at Oscorp, and Peter is this awkward emo hipster who’s also a photographer.”

“Hang on...Peter Parker?” she asks, “Of Midtown High?”

Shocked, Valerie stammers, “Uhm...yeah...why, do you know him?”

“OMG yes! I follow him on Instagram, he takes awesome pictures. Did he not tell you? Oh...that’s right, you don’t use social media.” Stephanie realizes, “...he’s pretty hot too.”

“He’s not hot! He has that stupid haircut that flips up.” Valerie argues, “Besides, he and Gwen are dating, and it wouldn’t be cool if I took him from her.”

“God, why do all the guys you meet off-limits? You need to get back into that school and find some single guys!” she declares.

“I don’t know Steph. You know dating has never been high on my priorities.” she admits, playing with one of the pencils on her desk.

“Haven’t you ever heard of those girls who don’t date in high school, and go on to be forever alone, and live in an apartment with a dog and two cats?” she asks.

Valerie looks behind her to see the white-painted walls of her bedroom, “I got the apartment part down. But I don’t think they allow pets…”

“That’s not the point!” she shouts angrily, “Doesn’t Flash or Peter have any friends they could introduce you to?”

“Well, Flash has his other jock friends, and Peter’s kind of a loner, but I do remember him mentioning a friend that’s studying in Europe.”

Stephanie thinks on this for a little, “Ask Flash to introduce you to his jock friends. Europe sounds exotic and sexy, but long-distance relationships usually don’t work out.”

“Roger that.” she replies sarcastically, giving a salute.

“I’m serious Val, doesn’t Midtown have a school dance?”

“...they have a Halloween dance next month, but I figured I’d be gone by then.”

Stephanie turns around as someone calls her from outside her room, “I gotta go, but promise me you’ll find a guy, and take him to the dance. Please? Please?”

Valerie sighs, “Fine, I’ll try. But no promises.”

“Yay! I know you can do it Val, ttyl!”

Her screen goes black, and Valerie closes out of her Skype account. She checks her e-mail and reads through a report that Hayden sent her on the team’s progress. They’ve made significant progress on the suit Oscorp has them building, and like Mr. Osborn said, they’re making one especially for her. So he wasn’t joking. Hayden even asks if she can come in this weekend so he can take my measurements. She open the reply box when suddenly there’s noise coming from outside. She runs over to the entrance, and presses her ear against the wall. Somehow, she can hear shouting which she’s certain is coming from the lobby floor. She’s twenty-three floors up, how can she hear them? She opens her door and rushes out, knowing that the better option would be to lock her door and barricade herself there. Running to the stairs next to the elevator, she looks down the spiraling stairs and sees two men in dark clothes ascending the stairs. They hit the first room, and they knock the door open, catching the inhabitants completely by surprise. There’s screaming and crashing, the sound of glass shattering. Valerie pulls out her phone and dials nine-one-one.

“Nine-one-one, what’s your emergency?” the operator asks.

“I’d like to report a robbery at-”

“Hey you!” one of the thugs shouts, spotting Valerie from up at the stairs.

She screams, running from the stairs to her apartment, slamming the door and locking it. But even in her room, she can still hear the family from the first room screaming and crying. Clearly someone’s been hurt. How can she hear them? Another side-effect? Finding their helpless cries unbearable, and knowing that the thugs will be coming after her, she decides to grab her old school sweatshirt and put it on, pulling the hoodie over her head to obscure her face. She then peers out of the peephole on the apartment door, and sees that thugs are still running up the stairs. How would she get down to the family? The stairs were out of the question, maybe the elevator? She exits her apartment once again and presses the elevator button, hoping it’ll come up in time. She hears the elevator falling from the...fiftieth floor?! There’s no way it’d make it up in time, and how does she know what floor it’s on anyway? She grasps the stairway railing in frustration, and realizes that she’s stuck on the railing. Well, not quite, it’s that sticky stuff again. Hang on...Valerie realizes. It’s a risky venture, but it just might be possible. She climbs over the railing, her heart pounding and her palms sweaty. Swinging over the railing, her bare feet also stick well to the wall.

“No way…” she whispers in disbelief.

Her feet find the ceiling of the lower floor, and taking a deep breath, she lets go of the railing bending over and catching herself on the previous floor. In a very strange contortionist position, she has only seconds to readjust herself before the thugs come up to the floor. She instantly regrets wearing her old school’s sweatshirt, remembering the bright red and orange are the school’s colors. As neither of them bother to look up, they completely ignore Valerie as they pass right by her and ascend to the next floor. She takes a sigh of relief, before dropping to the floor gracefully. Feeling more confident, she jumps off the railing of this floor and lands on the next one down. She then uses the rails as an elaborate jungle gym, swinging from one to another. She feels the rush of being in mid-air, and how it all comes flying back at her when she finds solid ground again. Despite the serious situation, she can’t help but feel joy as she quickly descended the stairs.

Finally, she reaches the family and sees the horror. The thugs had left the door open, and Valerie sees that a bookshelf had fallen in their robbery and is crushing an elderly man with a moustache and dark glasses. His family are surrounding him, but none of them can pry the heavy wooden bookshelf off. Valerie runs in, and instinctively gives it a try, and easily lifts the bookshelf off of the old man. At this point, deciding to not question the myriad of powers given to her, she simply helps up the elderly man,

“Are you alright?” she asks.

A woman runs over and hugs him, “Thank you Spider-Man, for helping him.”

The elderly man notices her long dark hair poking out from under the hood, “No dear, that’s not Spider-Man. That’s Tarantula.”

I chuckle, before I can hear the thugs again. If she has super-strength, maybe she can take these guys down. She jumps up to the ceiling and waits,

“Hey, where’d the kid go?” one of the thugs ask.

“No kid, just me.” Valerie quipped, dropping down right on top of the thug.

She sets him off-balance, throwing him to the ground. The other thug charges him, but she kicks the other thug into his path and the thug falls on top of him. Not as stunned, he gets up and whips out a pocketknife. Valerie grabs for it, but instead shoots out a web that grabs it for her. The thug, stunned, is shocked when Valerie jumps over his partner a kicks him in the face. She’d never been in a fight in her life, and yet she just took out those two guys. She turns to the family, who’re all shocked except for the old man, who walks over and pats her on the back,

“Good job today kid, but you better get home, before the cops arrive.” he advises.

Testing out her webbing abilities, she shoots a web that hits the ceiling, and launches herself up until she reaches her floor. She slides in as fast as she can, closing the door so that nobody notices her.


	9. Say It Now

  Oscorp is still as bustling as ever when Valerie walks in. She clutches a bag that contains her school sweatshirt, just in case.

“Hey, Valerie! Good to see you again.” Hayden greets, waiting for her at the entrance, “I heard about what happened at your apartment. You okay?”

She nods, “Yeah, I’m alright, nothing was stolen.”

“People on the news were describing someone with Spider-Man-like powers swooping in and beating the thugs. You know anything about that?”

She shrugs, “No clue. That individual just came out of no where, and was gone before anyone could get a good look at them. No security cameras either, so the police have no way of looking to see where they went.”

He puts a hand on her shoulder, “I’m just glad you’re okay.”

They take the elevator up to SapphireTech’s workshop, where the team has pushed all of their tables to the corners of the room, to create a central middle ground. In that center, is a heavy, metal prototype of a full body suit of armor.

“The project’s on schedule, what do you think?” he asks, holding his arm out to present the work.

“It’s nice.” she begins, but then she looks and next to the suit is a small aircraft, “But what’s with the miniature hang glider?”

He chuckles, “That’s not a hang glider, it’s a hoverboard, for outdoor travel. With the way the suit’s built, it’s going to be too heavy to transport with a traditional wheelchair.”

“Okay...but then what about indoor travel? That thing clearly isn’t meant to fit into a doorway.”

“Oh…” he pauses nervously, “Uhm...yeah, well, I mean, it’s a hoverboard! Can’t you just be happy that  I built a hoverboard . And it works too. Wanna try it out?”

She examines the sleek design of the hoverboard, tempted by his offer, “It looks fun...but I don’t need another trip to the hospital. I’ll pass till it’s been properly tested.”

He sighs, “Fine...besides, I’m sure Mr. Osborn will let you have one with your free suit. Which we need your measurements for. How about we do that in your office?”

They go around the other engineers working on the suit and enter her office, which still hasn’t been set up beyond the essentials.

“I really need to hang my credentials here.” Valerie observes, facing a blank wall by her desk.

He smiles, before reaching into her desk and taking out a roll of measuring tape. Playfully, he rolls out some of it, and flicks the roll, causing a crackling noise, like a whip, “Ha!”

“Very funny Indiana Jones.” she smirks.

He looks up, hopeful, “You know Indiana Jones?”

“Just Kingdom of the Crystal Skull. Saw it when I was about ten, don’t remember anything about it though.”

His face goes from hopeful to horrified, “...oh…”

“Now c’mon, what do you need in terms of measurements?”

“Well...it’s going to be a full body suit, but Mr. Osborn is having it modified so that you’ll still be able to move around in it. My question is, what are you gonna do with it?” he asks, examining his clipboard.

She pauses, as Hayden wraps the tape around her waist, “I have a feeling he wants to use it as a marketing ploy.”

“That makes sense.” he agrees, jotting down numbers on the clipboard, “In the alterations it says to make the suit practically skin-tight. That would mean removing most of the actual medical equipment. It’s practically a costume.”

“That’s the idea.” she smiles.

“Also, there’s a note saying that you can choose the color scheme. Got any ideas in mind?”

She looks over to her bag, containing her old school sweatshirt, “Uhm, well, remember that school sweatshirt I use to wear a lot when we were in college?”

“Kind of. Do you have it with you?”

Valerie gestures over to the bag, and Hayden goes over and removes it, lifting it up, “...yeah, this would look really nice. Maybe some black highlights, and to keep up with the costume theme, how about a mask instead of a hoodie? Then you can wear it as a genderbent Spider-Man cosplay.”

“Yeah, that would actually be...really cool.” she admits.

“Valerie, what has gotten into you?” he asks cheerfully, “You actually like one of my ideas.”

She giggles, “Well, technically it’s my idea to use my school sweatshirt as an inspiration for a color scheme but, you go ahead and steal that.”

They both end up laughing when the phone rings. Both of them reach for it, but Hayden pulls back and lets Valerie take the call,

“Hello, SapphireTech, Dr. Polina speaking.”

“Ah, Valerie, Norman here. I was hoping you’d be in the office. I tried calling your apartment, but no one answered.”

“Oh, hello Norman. Yes, I’m here in the office, what do you need?” she asks, holding on phone between her head and shoulder as Hayden continues to take measurements.

“Could you come up to my office? I’m just receiving the measurements that Hayden is taking.”

“Wait, what?” she looks over and notices that under the wooden exterior, the clipboard is holographic, “Oh...I see.”

“I’m having the suit built using my personal machinery. It should be done when you get here.”

Wow...that must be incredibly fast machinery. Valerie wonders how well-built it will be considering how quickly it’s being produced. Then again, it is missing a lot of the equipment that would take up most of the production time. It’s more like a protective skin than anything else.

“That’s, that’s great. I’ll see you then.”

She hangs up and places the phone back on the receiver.

“Wow, already on a first-name basis with  the Norman Osborn? I have to say I’m impressed.” Hayden comments, finishing up his measurements.

The final measurement, the one Valerie notices Hayden’s been avoiding, the one around the lower hip, around the posterior. He reaches out, but then pulls back timidly, trying to hide a nervous expression.

“Here, I’ll do it.” she tells him, grabbing the tape from him.

She wraps the tape around, sighing disappointedly when she sees the number the tape reaches to. Guess her new powers don’t include a supermodel figure.

She hands the tape back and punches the last number in, “Mr. Osborn wants me in his office.”

“Oh, so you’re not going to call him ‘Norman’ when he’s not around?” he asks.

She shakes her head, “No, I don’t even like it when he is around, but he insists on it. But I don’t do it because he’s my boss if that’s what you’re thinking, I do it because he’s an elderly man with a life-threatening illness. If someone thirty years younger asked me of the same thing, I wouldn’t be as compliant, Mr. Gull.”

“I see your point.” he says, his hands in his pockets, “Hey, Valerie-”

“Yes?” she asks, already having collected her bag and halfway out the door.

“Re...remember that time in college when we-”

“Yes, why?”

He twiddles his thumbs anxiously, “Well, I mean, I know we were drunk and all-”

“Uhm, no,  you were drunk. I didn’t even have an ID back then.” she rudely interrupts him.

“Look, my point is...I’ve been thinking, since we’re both a little older now...and...you know…I wouldn’t get in trouble, you think maybe, we could…?”

Clutching the doorway, she gives a highly agitated smirk, “First of all, why are you so nervous? It was just a kiss, you’re acting like we had sex. And secondly...well, while I don’t have the statistics I have a feeling a workplace relationship wouldn’t really work out.”

“Oh…” he mumbles, looking down.

She twists her lips, tapping the door handle, before reentering the office and pulling Hayden into a hug. 


	10. The Girl Falls From the Sky

   “Well, here it is.” Mr. Osborn presents, gesturing to a wall.

Valerie looks over, and only sees an ordinary wall until a small compartment in the wall opens up and a cylindrical pod slides out from it, containing a red and yellow suit, complete with the black finishing Hayden mentioned.

“Wow…” she awed, placing her hands against the glass casing.

“And it comes with a compact storage unit.” he presses a button on his desk and the suit jolts to life, packing itself into a thin metal case.

The glass covering opens, and Valerie picks up the case, finding it much lighter than anticipated. She slides it into her bag with her sweatshirt, “Mr. Osborn, thank you so much for this but, why are you giving this to me?”

He pauses, holding his hands in his lap, his eyes glossy and having much less energy than usual, “While my main pursuit has always been for finding a cure for myself, or at the very least prolonging my lifespan, I’ve realized in recent days I must also look ahead, for the future.” he cues up a couple of keys on his computer, before a hologram appears in the middle of the room, “Do you see this? It’s a security camera of a secret Oscorp weapons storage. I’ve been collecting these through the years. In some form, they were all meant to save my life, but when they failed they had to be put to some kind of use. So they were weaponized, but I could never find anyone right to harness them, and I certainly couldn’t sell them. And now, I add the final piece to my collection.”

With the press of a button, he pans to an empty display case, “This is where the final product will rest when it’s finished. I’ve sent the specific measurements to your partner Mr. Gull. This suit, with the combination of the built-in life support system, will save many lives.”

“Yes, yes it will.” Valerie smiles, before realizing, “Hang on...if you intend on using the suit, why are you keeping it in storage?”

Mr. Osborn chuckles, “...it’s not for me. The suit can’t support someone so far gone. Besides, my time is done, I’m sick of the constant attempts. Ever since my late teens, endless experimental drugs, surgeries, the works. I spent so much time trying to save my life I never got to enjoy it. But now, he’ll never have to experience that.”

“...he?”

“My son.” he explains, “My disease is genetic, and as soon as he begins seeing symptoms, I’ll give him access to this suit. He’ll have a full life then, free of early death or the chains of endless experiments.”

She sees him begin to droop in his chair, “Well, thank you for sharing this with me Mr. Osborn, I’m honored to be given this-”

Suddenly, VP Menken and Felicia enter, “Ms. Osborn, your vitals are dropping.”

“It’s okay fellas. I, I was just getting a little excited.” he grins, laughing a little.

“Normie, are you okay?” Felicia coos, rushing to kneel at his side and moving his hair out of his face, “Do you need anything?”

Normie? It’s a rather affectionate name to use for your boss.

“I’m fine Felicia. I was just talking to Valerie here. Could you see her out?”

She gets up and stares at Valerie, her friendly visage faltering for just a second, “I’d love to Normie.”

Valerie begins walking to the door even before Felicia forcefully pushes her the rest of the way, her singular hand being much stronger than Valerie expected,

“On a first name basis with Mr. Osborn, are we?” she questions accusingly.

“I didn’t realize you referred to Mr. Osborn as ‘Normie’.”

They reach the elevator, and Felicia jabs the elevator button, “I have a special relationship with Mr. Osborn.”

“Well, I’ll have you know I have no intention to interfere with your special relationship.” she assures her, as the elevator opens on the ground floor.

“Good.” she mumbles, “Because to be honest, I do like having you as a friend.”

Resisting the urge to recount the “with friends like these who needs enemies” line, Valerie keeps quiet as Felicia walks her around the building to the main Oscorp entrance.

“Well, I suspect you can make it the rest of the way by yourself?” she asks.

She nods, “Yes, thank you.”

Valerie makes her way through the crowded New York streets until she finds a quiet alley to change. Feeling self-conscious about changing in semi-public, she opens the case to reveal the sleek outfit. On the top also included a mask, which she instinctively puts on first. It fit like a second skin, but even better, it’s like a mini computer, giving her access to vitals, heat signatures and an automatic nine-one-one call.

Transferring into the costume took a lot less time than expected, and as Valerie stands up for the first time in the costume, she feels a new sense of freedom, similar to the feeling she had when hopping down the stairs or defeating those thugs in the apartment building. But as she puts her normal clothes into the silver case, she realizes that she needs a place to hide her normal clothes. Grabbing the case, she begins climbing the walls of a nearby building until she reaches the roof. Looking down, her heart drops as she realizes how far up the building actually is. She decides to turn her attention instead to finding a place to hide her clothes, which she finds in-between two skylight panels.

Her next goal is finding a means of transportation. Spider-Man already does the swinging with webs thing, might as well give that a try. She shoots a web, making sure it sticks to the next building across the street. Standing on the edge of the building, she tries not to look down, but can’t help it. She flicks one foot off, dangling it over the edge. She grasps her hand squeezing the webbing, and jumps. The wind whipping her hair, she watches as she falls towards the street, fast approaching the other building. She gets the sensation as a combination of being on a rollercoaster and a playground swing at full force. Soon, she nears the building and prepares herself for landing. Her feet gracefully plant themselves on the hard building surface, her heart racing as she realizes her hands aren’t supporting her. She looks down and realizes she’s come to a complete standstill, her feet alone allow her to cling to the building. She starts to feel dizzy, the blood rushing to her head as she stares down at the street at this sideways-downward angle.

Feeling more confident, she slings another web, this one further, and higher up, and swings from it, holding onto it with both hands. She then lets go of the web and free falls, while still traveling forward. She spreads her arms out and realizes that there’s now wing-like webbing completely from her elbows all the way to her waist. Playfully she flaps them, and they send her flying up. She rises even above the Oscorp building. She starts laughing uncontrollably, feeling like a bird in the sky. She starts doing flips in the air, like a circus acrobat. She hops from building to building, having way too much fun to stop now. She makes it to Time Square, which until now, she’s never seen before. The bright neon lights and signs illuminate her as she swings through the wide avenue. She’s equal parts surprised and relieved when she looks down and sees no one has noticed her. Guess the people of New York aren’t much for looking up.

“Hey, look, it’s Spider-Man!” she hears a young boy shout.

Valerie smiles awkwardly, great, she thinks to herself, this whole mistaken for Spider-Man thing isn’t going to let up, is it?  
She’s suddenly hit with a tremendous force. She loses all of her momentum and begins falling to the ground. Her wild waving hair blinds most of her vision as she plummets to towards the street. Her first thought is that she hit a wall, but no, she swears she was in mid-air when...something hit her.

“Oh, shoot, I, am so sorry!” a familiar voice says, his tone sarcastic.

Regaining her focus, she flips herself so that she’s falling headfirst. With better momentum, she shoots a web and it throws her against a building, stopping just as she lands on the building window. Now at a full stop, she looks around for the person she crashed into. The bright lights disorienting her, she relies on her newly acquired senses...and...he’s coming in from the left!  
She tears off just in time, as her assailant pounces on the spot she was just perched on moments ago, cracking the glass on the building. She lands on the building across the street, now in perfect view of her attacker, Spider-Man himself. Despite him being on the other side of one of the busiest streets in New York City, she can hear his witty antics just fine,

“Oh? A lady with copy-cat spider powers? Are you my sister? My cousin?”

He swings himself off of the building, this time far too fast for Valerie to dodge. He slams into her, causing her to lose her footing and fall, breaking more glass as she falls several stories. Forcefully, he grabs her costume with one hand, and shoots a web up with the other. As soon as they begin ascending, he slams her against the building, her head impacting the glass as he drives up,

“Up, up and away!”

Finally, they reach the building roof, and Spider-Man throws her onto the flat concrete surface. Valerie, her face battered and bruised, her vision blurring, has never felt so much pain in her life, and has never been more pissed.

“Who are you? Please don’t tell me you’re a copycat Spider-Man, did the Daily Bugle send you?” he asks, basking in his victory.

“I’m...I’m not from the Bugle.” she spits, blood coming out of her mouth.

“Don’t play games with me gir-” he stops, and his mask flexes slightly in realization as she coughs up more blood, “Oh...oh my god, oh, I’m so sorry. You, you’re not as durable as most of the guys I work with.” he spins around once, his hands pressed to his temples, “I get it, you’re here to enlist as my sidekick!”

Shaking, Valerie slowly stands up, as a bright white light begins building in both of her hands, “You...are a jerk!” the light releases in a burst, firing right at Spider-Man, hitting him square in the chest, knocking him so far he careens off the building.

Valerie runs and looks down as he falls. She jumps off after him, assuming a sky-diving position before snatching him. Finding him a lot lighter than expected, she shoots a web up and they zip back up to safety,

“Okay, I have to admit, that was cool. How did you do that?”

They reach the top, and as Valerie puts him down, her expression is unamused, “I don’t see any reason why I should tell you.”

“Well, I see that those scratches I gave you are gone.” he notes.

She presses her hand on her check, and notices that the injuries caused by the glass are already gone.

“I’m sorry, I think we got off to a rough start, literally.” he extends a spandex hand, “Spider-Man.”

She accepts it begrudgingly, “Is that what it says on your business card?”

“No, it says ‘The Amazing Spider Man’, very marketable. And you are?”

She remembers what the old man with the dark glasses and mustache called her, “...Tarantula.”

“Really? Not Spider-Woman? The name would suit you.”

She smirks, “Thanks, but I’m not interested in being a side-kick.”

Just then, sirens blare in the distance, and both of them turn towards the noise. They glance at each other for a brief moment before simultaneously taking off, Spider-Man on his webs and Tarantula on her webbed wings. **  
**


	11. Stan By Me

   The sun sets over the Oscorp building as Spider-Man and Tarantula catch their breaths on a nearby building.

“Whoo! What a day. You were fantastic out there, you know that?” he asks, spinning around excitedly.

“Yeah, that was amazing.” Tarantula replies, sitting down on the edge of the building.

Looking over as the bright orange light illuminates the glass in the tall buildings, she takes in the splendid view.

“Pretty sweet, isn’t it?” he asks, sitting down to join her.

She nods, “I’ve never seen the city this high up before.”

She suddenly sees a web sling in front of her face, going for her mask, “Nuh uh, you don’t!” she arches her back to dodge, and his web shoots out at nothing but air.

“Hey, you can’t blame me for being curious.” he defends, yanking his wrist to detach the string.

“Well, who are you behind that mask?” she asks, as a breeze picks up and whips her hair in front of her face.

“Tall, dark and handsome.” he replies snarkily.

Behind her mask, Tarantula rolls her eyes, “Right.”

“What about you?” he follows up, lying on his stomach and crossing his legs femininely.

She takes a moment to think about her response, “...I’m a stripper.”

He cackles in laughter, almost rolling off the building, “Ha ha! Yeah right, and I’m the queen of England.”

Tarantula clutches her stomach as a grumbling sound comes from it, she hasn’t anything to eat since this morning. She looks over at Spider-Man, who’s contented himself with looking over the skyline.

“...it’s getting late. I’ll just let myself out.” she excuses herself, getting up.

He looks up, “Already? But, all the big crimes don’t happen until nighttime. You’re not gonna let me beat you to the catch, are you?”

She stops in her tracks, pressing his lips together in indecision, “...maybe I’ll see you around later tonight Spidey.” she turns back, and smiles,  “I might just beat you to it.”

He snaps his fingers and points them at her, “Challenge accepted.”

She looks down at the street below, tips herself forward, and swan dives down, spreading her arms to reveal her webbed wings. With her wings, she glides through the city street, using her wings to pick up momentum every now-and-then. She returns to the building where she’d hidden her case. Quickly changing out of her outfit and back into her normal clothes, she makes her way back down to the ground below. Dropping down in an alley, Valerie walks out into the busy New York sidewalks, joining the many others, completely anonymous.

   Someone had left a voicemail on Valerie’s cell phone. She lies down on her couch as she lets it play,

“Hey Valerie, Hayden here. Forgot to tell you this, but you’re still scheduled to make a TV appearance on the Betty Brant show Tuesday night. It’s this local talk show on some local channel, nothing too big so don’t sweat it. I’ll be there to wish you luck. This is your big break Valerie, you’ll be great!”

The tone beeps and she turns off her phone as she continues to stare up at the ceiling. Hearing her stomach growl again, she reluctantly gets up and remembers that she hasn’t bought any groceries for her apartment. She opens her small fridge to see that the guys only put in a case of sparkling soda. Taking one, Valerie gets her coat and heads out the door, checking Google Maps on her phone for a nearby supermarket to quickly pick up some easy meals. She looks down the flight of stairs, tempted to swing down. She lifts her arms and notices that her webbed wings no longer show up. Probably best not to bring attention to herself anyway.

She reaches the lobby floor, having found a nearby twenty-four hour market, a place called Fine Fare Supermarket. Guess Lucky’s or Safeway aren’t as big in New York as they are in San Francisco. Just as she reaches the front door, she runs into the old man with dark glasses and mustache,

“Oh hey, you’re the kid that moved into the vacant apartment several floors up, aren’t you?” he asks.

Surprised he’d even be aware of that in such a large building, she scratches the back of her neck nervously, “Uh...yeah, that’s me.”

“Well, it’s good to see young people striking it out on their own.” he comments cheerfully, “Say, did you get a glimpse of Tarantula during that robbery?”

“No, no sir, like you said, I’m several floors up. I barely know what happened.”

“I was just asking because there’s been a couple reporters going door-to-door asking if anyone got any pictures. I personally don’t have any, I mean, who takes pictures during a robbery?” he leans in a little closer, being discreet, “Personally, I think Tarantula should team up with Spider-Man, and in more ways than one.”

Valerie chuckles, “Maybe, maybe.”

“Say, what’s your name kid?” he asks.

“Valerie, and you sir?”

“Stan.”

Valerie waves goodbye to Stan as she heads out the door. What a funny man.

   She returns to her apartment with two bags of mostly non-disposable food just as the sky’s completely become devoid of sunlight. She looks out her window at the majestic lights of New York City. In theory, this shouldn’t surprise her, she’s lived in a city her whole life, but there’s something unique about New York’s skyline. Almost majestic.

She turns on her television as she starts preparing a can of beans and vegetables. She flips through the unfamiliar order of channels until she finds the channel called DBC (Daily Bugle Communications), where Hayden is currently on the Betty Brant show,

“So, Mr. Gull, what is it like going from an independent company to being part of a multi-billion dollar corporation?” she asks, displaying a more down to Earth personality for a show host.

He laughs charismatically, “Well, it’s been quite a shift for me and my team. While we’re now part of  Oscorp, we’re still a separate brand and our entire original team is still together. Oscorp has been very hospitable, and they’re working closely with us to further our product.”

She listens to the TV interview as she mixes around the beans in the pot as she brings out a bowl and some oyster crackers. She watches as he eloquently speaks about the company, complimenting Oscorp whenever he can. For the most part, it’s something she’s seen him do many times before, although she’d never imagine she’d be the one to be on television getting an interview. That’s always been Hayden’s thing, after all, he’s much better at it.

She’s just finished preparing her dinner, plopping herself onto the couch when the screen suddenly changes to the emergency broadcast system. The announcer warns of a disturbance on the Williamsburg Bridge, and encouraged all citizens to stay in their homes and to avoid the bridge at all cost. So this is what Spider-Man meant when he said that all the big crimes don’t start until nighttime. Valerie wolfs down the rest of her meal, turns off the TV and gets out her case. Upon opening it, she finds her costume still intact. While putting it on, she looks up directions to the Williamsburg Bridge, quickly trying to memorize the quickest way there. She turns off all the lights in her apartment, opens the window...and jumps.


	12. Partners In Danger

   Tarantula approaches the Williamsburg Bridge, where something is already clearly going down. She looks over from a nearby building and from her view she can see a large creature running through the gridlock of cars. So that’s what the news meant by a “disturbance”. She looks around, no sign of Spider-Man. She hesitates, her heart pounding, can she handle this on her own?

“Yo!” a quick burst of air sounds as a red and blue figure flashes by, “Was wondering when you’d show up!”

Tarantula dives down, gainly speed before opening up her webbed wings and soaring back up again, “Hey buddy, I got here first!”

“Fair enough, but can you beat me to the scene?” he asks, slinging another web to give himself a boost.

She watches as Spider-Man manically swings ahead. He’s just as nervous as she is, but that isn’t gonna stop him from pulling his usual quips. Tarantula takes a deep breath, before launching a web of her own. Closing her wings, she lets the web throw her up. She lets go, flying above even Spider-Man, and as she begins to descend, she opens her wings up again,

“Hey, that’s not fair! You’ve got those wingey thingies.” he calls out, now struggling to catch up.

“Do you know what that thing is up ahead?” she asks, as the Williamsburg Bridge draws ever closer.

“No idea. I just saw the commotion and figured I better check it out.”

“Same.” it’s a miracle they can communicate with each other while in this kind of motion. But then again, having enhanced senses does help.

Tarantula lands on the closest bridge tower, while Spider-Man lands on the ground. The bridge is in complete chaos, people are running out of their cars, there’s screaming and shouting. The creature is easy to spot among the crowd, he turns to see Spider-Man, and begins making a run for it. In his haste, the large, scaly monster begins pushing cars off of the bridge. Spider-Man goes for the nearest one, launching a web and slinging it to safety. Tarantula dives off of the tower, releasing several webs at once. Throwing them out, they attach to the cars, and holding the other ends, she opens her wings and attaches them to the bridge. She then sees that the creature is getting away, and chases after it. Easily catching up, she jumps up and launches herself off of a nearby car, landing on the creature’s shoulders. The monster, nearly off of the bridge, swings around rampantly, trying to shake her off. Building up a charge in her left hand, Tarantula aims the blast right at his face. It connects, exploding in a shock of white light, sending her flying off, fried from the blast. She smashes into the railway of the bridge, her arms tearing against the bars before they break off and leave her to fall into the waters below. She shoots a web up and it catches the bridge just in time. She feels her back hit the water before the whiplash shocks her entire body. She leans up to begin climbing her web, hearing several bones snap back into place. Black smoke still searing off of her, she messily climbs up the rest of the way onto the edge of the bridge and limps after the creature. Her vision fading in and out, she is still able to pick out the large creature, but something’s different. He’s growing smaller, his figure becoming more human-like. He stumbles off of the bridge and into an open manhole. She collapses, unable to pursue him any further. She can hear police sirens incoming, and knows that she needs to get out of sight right away, lest she get caught by the police.

Just then, she feels a hand reach under her waist, lifting her up, “Hey, I gotcha.”

Through her heavy breathing, she slowly begins to find speech possible, “Wha...why…?”   
“You don’t think I’d leave my sidekick, would I?” he asks, launching a web with his other hand, and taking off just as the headlights began to surround them.

   He places her on the flat rooftop of an apartment building. He rests against a nearby AC unit, also exhausted.

For a couple of minutes, neither of them speaks, surrounding themselves in the sounds of the city, and their rapid breathing. Tarantula looks up at Spider-Man. She can’t tell if he’s looking down at her, or if he’s lost in his own thoughts, his mask covering his entire face.

Her breath returning to a more normal pace, she sits up, “Hey...where were you?”

He snaps to attention, “Wha! Oh...oh, I was getting the people out of those cars...you know...the cars up on the bridge?”

“Oh, I see.”

“But...but you went after that monster thing, right? Did you get him?” he asks, his usual energy slowly returning.

She shakes her head, “No, he went down into the sewers just before I collapsed.”

“The sewers? Sounds about right.”

They both chuckle a little bit. Tarantula looks over his shoulder and see the bright moon peeking just behind a tall building, “Wow...look at that.”

Spider-Man turns around and sees it as well, “Hey, you can see the moon. That’s pretty rare. Some building’s usually blocking your way.” he slowly gets up on his feet, “Can you stand? I wanna show you something.”

She cautiously stands up, but finds that her body is now free of the aches and pains that plagued her minutes ago. Spider-Man slings down the building and she follows. He swings up, latching and crawling up the taller building. He runs across the building before diving off again. He makes a straight shot for the tallest building in New York City, the Oscorp building. They reach the top, and Spider-Man quickly covers Tarantula’s mask just as she reaches the top,

“Don’t look, just, just trust me.”

Her first instinct is to snatch his hand away, at this angle he could easily pull her mask off. But, something tells her that isn’t his intent. With his other hand, he guides her to the edge of the building. With her enhanced hearing, she can hear the noisy streets below come closer with each step.

“Okay...now!” and he swipes his hand away.

Her mask still on, she now only sees the full view of the midnight moon, large and up close. It’s as if she could reach out and touch it, “Oh my gosh...this is amazing.”

“Pretty cool, huh?”

She nods as they both sit on the edge of the roof. Tarantula suddenly chuckles a little.

“What’s so funny?” Spider-Man asks.

She tucks her legs in and hugs them with her arms, “I think I’m starting to like this whole superhero thing.”

“Who said we’re superheroes? For all you know we could be the bad guys.” he says jokingly, energetically using his arms to express himself.

She laughs some more, “Oh yeah, a bad guy saves people from suspended cars. It’s right there in the job description.”

“Hey, you gotta admit, I’d make a great villain.” he gets up, “I could go into a bank and be like,  nobody move ! Then I’d shoot my webs at all of them, so they literally couldn’t move!”

“I can just imagine you walking out of there carrying a bag of money with a huge dollar sign over your shoulder.” Tarantula joins in, “Explosions in the background.”

“And I’d have a different outfit too. Maybe...how about all black?”

“And you’d be  dark and depressing and totally edgy .” she parodies with a mock-gravelly voice.

They both fall to the floor laughing, Tarantula nearly tipping off of the building, but catching herself just in time. She looks over the edge, just to make sure she’s still secure. She then turns back to see Spider-Man right in front of her face. They stare at each other for a couple of moments, but then he backs off,

“Uhm...look, I’m sorry I...I have a girlfriend.”

“I wasn’t suggesting anything.” she tells him, sitting back up.

“Look it’s getting late...I...it’s been great you know? We...we should do this more often...but...but not...you know...like that-”

Tarantula jumps up from her spot, firing herself right at Spider-Man, and pulling him into an embracive hug before whispering in his ear,

“It’s okay Spidey, I don’t mind the friend zone.”

She releases herself from him and jumps off of the building. Spider-Man looks down from up-top, watching her wave goodbye, a melancholy smile on her lips, before spinning in mid-air, unfurling her wings, and soaring off into the night.


	13. Interactions

   Valerie couldn’t summon any appropriate speech when her father rings her doorbell that next morning,

“I thought I’d take you to school.” he tells her, “Dear, don’t lean on the doorway, you’ll break it.”

She takes her back off of the door, crossing her arms, “Uhm...well, alright. Let me just get ready. ...come in?”

He follows her in, while Valerie walks into her room to change, “Gee, this sure is a nice place you got yourself.”

“Yeah, Oscorp got it for me. Very convenient, since it’s pretty close to work.”

“That’s kind of what I want to talk to you about-”

Valerie steps out, now dressed in a striped polo and khakis. Her father gives her a strange look, and she responds by raising an eyebrow,

“What? I’m not in a mini skirt and tube top am I?”

“You remind me of a female Rene Lacoste.”

“Who?”

He chuckles, “Before your time. Shall we go?”

They take the elevator down to the lobby floor, but the elevator makes one more stop at one of the lower floors,

“Hey Stan.” she greets the elderly gentleman.

“Valerie, how are you?”

She nods, “Rather well, and you?”

“Oh, I’ve been alright. Say, you hear about Spider-Man and Tarantula taking on the Lizard last night?”

“Yeah, I saw the emergency broadcast.”

“Sounds like something straight out of a comic book.” her father dismisses.

“I agree. They should get on that.” Stan smiles.

Valerie waves goodbye to Stan as they part ways.

“Who was that?”

“The school librarian, he lives in the same building, pretty cool, huh?”

Her father pauses, “Valerie, you aren’t spending all of your time in the library by yourself-”

“I’ve already read most of their fiction section, I checked. And even I’m not interested in reading twenty-year old editions of National Geographic.”

“I just want to know if you’ve made any friends is all.”

“Yes I have, Dad. Don’t worry.” she assures him.

“That’s good. That’s what your mother and I’ve been worried about. You’ve never seemed to have a life outside of work or school.”

“Isn’t that what every parent wants?”

He shrugs, “It’s best to have a balance.”

They wait for a train in the station, along with hundreds of other passengers,

“This is nothing like BART, much more crowded.” her father comments, shrinking into himself as he’s squished into an equally crowded train.

“It empties out when we get past the downtown area.”

She’s right, and the train has mostly cleared out by the time they reach the Midtown area.

“Why did you guys choose a school so far away from my apartment?” she asks.

“Because the schools near you are very...posh. And we know how you fared in a school like that.”

“Hey, I met Steph at Sacred Heart.” she defends, while also showing an expression that telegraphs she agrees wholeheartedly.

Sitting in a seat facing the window, she easily spots a familiar face walking up to the train, “Oh god no.” she mouths silently.

Flash, clad in his letterman jacket, walks in, and instantly spots her, “Hey, Val!”

He sits in the seat next to her, getting just a little too close for comfort, “Didn’t get a text from you all weekend, I did give you my number, right?”

“I was...busy.” she excuses lamely.

“No big.” he takes out his phone, raises it in the air and flips it so that the camera is facing them, “Say cheese!”

Valerie tries to smile without also cringing or smacking him in the face. Flash turns the phone around to examine the picture,

“Hmm...not bad. #firstdate?”

“On a train?” she questions, her patience dropping.

She looks over to her father, who’s awkwardly looking the other way. Thanks Dad.

“And what about you and Liz?”

He shrugs, “What about us?”

“Aren’t you two still together?”

“Not...exclusively.”

She grimaces, trying to think of a way to get rid of him, or at the very least shut him up, “Well, you do know that studies show that monogamous relationships are actually better for overall health and relationship success.” she makes up on the fly, having no idea if what he just said is true or not.

“Really? Well then, who do I choose? I mean, just between you and me, Liz has been kind of annoying me lately.”

No kidding, “Well, if you’re dissatisfied with Liz, what’s wrong with being single?”

He gives her a disgruntled look, “I...I don’t know.”

“Then what’s stopping you?”

The train arrives at their destination, and Valerie waves goodbye to her father as Flash leads her off of the train. He waves back and smiles cheerfully, although there’s a twinge of nervousness in his expression.

“Hey Flash!” Liz rushes over to him, as they approach the school entrance, “Oh, hey Val.”

“Hey.” she half-heartedly greets.

She pulls his bulky body into an embracive hug, “So Flash, we’re going to the Halloween dance together, right?”

He looks over at Valerie, who crosses her arms in expectation, “Uhm...Liz...I...I don’t really want to.”

“What?! Flash, we always go to the school dances together, it’s our thing!” she protests.

“I mean...to be honest...I don’t have a lot of fun at those dances. It gets hot and crowded, and the food is never very good-”

She looks around as other students begin to pick up on their conversation, “Let’s continue this in private.”

She grabs his arm and drags him off, looking back at Valerie to give a warning sneer.

“Yikes...should I even ask what that’s about?” Valerie turns around and sees it’s Gwen.

She takes a heavy breath, “I’m not sure if it’s exactly classified information, but I’ll spare you the high blood pressure.”

Gwen chuckles, “Liz has been hauling that boy around for as long as I can remember. But don’t let her intimidate you, she’s mostly just bark.”

Valerie smiles. Gwen is more the type of friend she prefers, she sort of reminds her of Steph, except less...hyper. Thinking of Steph, she remembers the promise she made to her, and she certainly couldn’t ask Flash or Liz right now.

“Hey Gwen, are you going to the Halloween dance with Peter?” she asks, hoping the question isn’t too out of the blue.

“Yeah. You’ll be staying long enough to attend? I mean, you should go, it’ll be fun.”

“I’m not sure if I’ll be able to stay long enough, I haven’t exactly been given an idea of when I’ll be able to go back to work. But if I were to go, wouldn’t I need a date? I wouldn’t mind with you and Peter, but I’d assume you’d want time to yourselves, and I lest I need to explain the concept of a ‘third wheel’.”   
She chuckles, “I think I might have a solution for you. Meet me at the start of lunch by the chemistry lab.”

“Alright.” I agree.

Just then, Peter appears, looking a little drowsy, “Morning everyone. What’re you two talking about?”

“I’m getting Valerie a date to the Halloween dance.” Gwen explains, grabbing his hand.

“Oh, that’s nice. Who do you have in mind? I mean...to be honest I can’t really think of anybod-”

She smacks him upside the head, “It’s...a surprise, okay?” she turns to Valerie, “Don’t worry Val, I have the perfect person in mind.”

Peter suddenly gets a look of realization, “You...you’re not thinking of-”

“Shush! Don’t ruin the surprise.” she places her finger on his lips just as the warning bell rings, “See you during lunch, Val!”

Valerie giggles as she watches Gwen and Peter walk off together, Peter still frantically trying to talk Gwen out of whatever plan she has for Valerie. Although she’d never admit it, Valerie enjoys seeing Peter sputter and attempt something resembling a cohesive argument, very adorable. Gwen found a good catch.


	14. Survival of the Fittest

   Valerie holds up her notebook nervously as she approaches the chemistry lab where Gwen leans against the wall, waiting expectantly.

“Great, you’re here. He’s waiting inside.” she tells her, “One warning though, he’s kind of shy, so, it might take him some time for him to get use to you.”

“Uhm...okay.” Valerie thinks back to all those shy guys back at her other schools. She’d always perceived their shyness as rudeness or snobbery. She’d never realized until she had Hayden to explain how hard it is for some guys to actually talk to girls.

Gwen walks over to the only person in the room, a naturally big, pale, blond boy,

“Hey Eddie, I have someone I want you to meet.”

Eddie looks up at Valerie from his work and smiles, “Oh...hi.”

She waves back, “Hi.”

“Valerie, this is Eddie Brock. Eddie, this is Valerie Polina. Alright, I’ll leave you two alone, so you can get to know each other. Don’t have too much fun, okay?” Gwen giggles as she slips out of the lab.

With not much to say, Eddie scratches the back of his head, “Uhm, wanna get some lunch?”

They walk through the hallway to the cafeteria, both of them rather silent. Valerie wants to speak up, but there isn’t anything she can think of for them to talk about. Everything that comes to mind sound awfully forced or cliche. What are your hobbies? Do you have a job? What are your classes?

“I haven’t seen you around before.” he points out.

Guess she’s actually the shyer one out of the two of them.

“Yeah, I’ve only been here a couple of weeks. It’s sort of a temporary arrangement.” she explains.

“Oh, are your parents in the military?” he asks.

She shakes her head, “Nope, but I don’t think you’d believe me if I told you the truth.”

“Oh...I see.” he smirks awkwardly, his head tilting and his lips going slightly sideways.

They both grab school lunches and find a table outside. On their way, they pass Gwen and Peter’s table, where Gwen waves excitedly to Valerie while Peter slumps his shoulders and twists his lip.

“Hey, what were you working on in the chemistry lab?” Valerie asks Eddie as they sit down at an empty table.

“Oh, just sciency stuff. It’s a project for AP Chem, and my lab partner bailed out on me, so I’m stuck doing all the work...again.”

“Seriously, who’s your lab partner?”

He looks over his shoulder, “...Flash Thompson.”

“Flash, taking AP Chem?! Who’d have guessed?”

“I know, right?” he agrees, “He’s actually quite smart, just really lazy, and I’m sure having basketball practice everyday doesn’t help.”

Valerie crosses her arms, “Yeah, but what I can’t grasp is: why are you taking orders from him? You’re even bigger than Flash, you could totally take him.”

“It’s just...easier I guess. I get work done more efficiently on my own anyway.” he twists to the side, lifts up his black jacket, and flexes his arm, revealing tone muscle, “I’ll take the size thing as a compliment.”

“It was meant to be a compliment. Do you play any sports?”

He pulls his jacket back down, “No, I lift weights. I know that sounds really dude-bro-like, but it’s good for relieving stress in my opinion.”

Just then, Flash and Liz march up to their table, along with several of Flash and Liz’s friends.

“Val, I didn’t know you were going out with Baby Brockster here.” Liz confronts snidely, her friends reinforcing her by giggling in the background.

“We’re just friends.” she tells her.

“Baby Brockster’s finally talking to some girls.” Flash knuckles Eddie’s head, messing up his hair.

“Would...would you please leave us alone?” Eddie asks, his soft-spoken tone not getting across very well.

“Oh, excuse me! Baby Brockster wants to have some alone time with his girlfriend.” Flash raises his hands in defense, “Personally Val, I think you could do better.”

“ Personally , I think it’s rude to voice that kind of opinion out loud.” Valerie rolls her eyes.

“Hey, I’m just trying to look out for you Val.” he shrugs.

“No, you’re looking for a second squeeze since Liz here isn’t cutting it.” Eddie counters, raising his voice. He gets up from his seat, “Now would you please leave us alone?”

Flash’s friends give a synchronized “ooooohhh” as Flash looks up at Eddie’s intimidating figure.

“What, is Baby Brockster gonna throw a tantrum? Put on his big boy pants now?” Flash asks, giving Eddie a light push.

Valerie, knowing exactly where this is going, gets up and puts herself in front of Eddie, “Flash, would you stop?”

“No, I think it’s you who needs to stop.” Liz counters, coming in from the side and pushing Valerie against the table, “Nobody likes you here.”

“I don’t need your approval.” Valerie gets off of the table to see a proud Liz standing with her arms crossed.

“Oh, get off your high horse!” Liz reaches out to push her again, but Valerie catches her wrist, twists her arm so she can get behind her, presses Liz’s arm behind her back, and slams her onto the table with all of her weight.

With her other hand, Liz smacks Valerie in the face, knocking her over the table. Valerie can see these moves coming from a mile away, but she can’t come off as too strong, lest she come under suspicion. Just strong enough to keep Liz at bay.

In the corner of her eye, she sees Flash knock Eddie down, further escalated by the growing chant of their friends.

She’s prepared for Liz’s next move as she comes down with her Ugg boot. With both hands, Valerie grabs her shoe and twists it sideways, causing Liz to lose balance and fall over. Valerie picks herself up to help Eddie, who’s lying on the ground, ready to receive Flash’s fist.

“Hey, what’s going on?!” a teacher’s voice calls out.

   Valerie sits in front of the dean’s office along with Eddie. After school detention isn’t that bad, although it does mean cutting into her time as Tarantula.

“This sucks.” Eddie confesses, “I’ve never gotten in trouble for anything.”

“It’s a wrongful conviction as far as I can tell. I didn’t even see you throw a punch.” Valerie points out.

“Doesn’t matter. You can’t get people like Flash and Liz in trouble, that’s why it’s just easier to, put up with them for a while.”

“Well I’d rather get in trouble.” Valerie laughs, “Besides, it’s just one detention, you have to do it at least fifteen times for it to go on your permanent record.”

“How do you know that?” Eddie asks.

Valerie pauses, “I got into my fair share of mischief at my old school.”

“Really? What did you do?”

“Well, there was this guy at school.” she begins, “He made this ‘Hot or Not’ voting app where you could vote on classmates and see the results. But he rigged the results and I was stuck on the very bottom. I didn’t care about the results, but everyone else did, and after taking enough of their bull, I tracked him down and locked him in the chemical shower for a bit of revenge.”

Eddie blinks several times, “Wow…wow, I’m, I’m sorry, I just didn’t expect someone like you would be able to do that. Did you get in trouble?”

“No, I’m actually surprised I got in trouble for this. Most of the schools I’ve gone to teachers turn a blind eye to everything.” she rethinks her statement, “Except for this Catholic school I went to, they were terribly strict there.”

“Oh, totally. The teachers only step in when it’s the popular kids who’re in trouble, if ever.” Eddie agrees.

“No talking!” the dean shouts from his office.

Valerie and Eddie silently chuckle, but remain quiet for the duration of their detention.


	15. Competition

    Valerie rushes up the stairs to her apartment, but even her super-powered legs don’t seem to carry her fast enough. She stops halfway up, realizing that, she can climb walls. Looking around to make sure nobody’s in the hallways, she runs up to the railing and jumps up, gliding momentarily in the air and grabbing the railing of the new floor. She’s up to her floor in seconds and practically punches her door open. Crossing the apartment to her room, she reaches behind her dresser and pulls out the silver case. Setting on her bed, she opens it, proudly gleaming at the neatly folded costume inside. She’d already lost more than an hour of her usual time in detention, and she couldn’t stay out too late either, since she still had school the next day.

Just then, there’s a knock at the door. Who could that be? She quickly snaps the case shut and returns it to its hiding place. She leaves her room and reaches the door much less enthusiastically than how she’d come in.

“Hey Valerie, there you are.” it’s Hayden and Felicia.

Oh...the interview on the Betty Brant show! She’d completely forgot!

“Hey guys.” she responds, smiling awkwardly.

“We called your apartment an hour ago, but nobody answered. Were you at school?” he asks.

She nods slowly, “Yeah...but, isn’t it kind of early to be picking me up for the interview?”

“We’re actually here to help you get ready.” Felicia tells her, lifting up a large black box.

She looks behind her to the clock on the kitchen wall, “...four hours in advance?”

“Yes, there’s hair, makeup, and also you’ve gotta try on these new dresses I bought for you.” Felicia explains, “Thankfully, Oscorp had your size on file, but you never really know how a dress is actually going to fit until you try it on so...yeah. Four hours is just enough time.”

Felicia is certainly much friendlier than when they’d last encountered, maybe because she isn’t currently encroaching on her “Normie”.

“Well, come on in then.” Valerie moves away from the door and gestures for them to enter, “Excuse the mess, I just got home from school. By the way, how did I not see you two on the way up?”

“We took the elevator.” Hayden replies, “There’s no way I would make Felicia carry that twenty pound beauty kit up several flights of stairs.”

“Oh Hayden, you’re so thoughtful.” Felicia blushes, setting her kit down on the dining room table. She opens it up to reveal multiple drawers and compartments. Included in her kit is a main compartment in which she was somehow able to pack multiple long, flowing dresses which she removes with ease, “So, I figured for the interview you’d want something semiformal, but not too formal.”

These dresses are more...girlier than the buisness suits Valerie was use to. Some of them had bows, lace, or ribbon.

“Oh...I like this one.” Hayden lifts up a blue sundress.

“Couldn’t I just wear my own clothes?” Valerie asks, sifting through the colorful assortment.

“Unless you have something gorgeous, usually for interviews you want to wear something new.” Felicia explains, “Oh, this one’s perfect!”

She brings up a floor-length crimson red dress, with short flowing sleeves and a low dipping cut. Valerie winces, she couldn’t see herself wearing something like that. Felicia sees her expression, and smirks, rolling her eyes,

“C’mon, at least try it on.”

Valerie slumps and sighs, before reluctantly grabbing the dress and heading for her room to change.

“Yay, thank you! You’ll love it, I promise!” she squeals excitedly.

She practically slams the door behind her. She virtually hates Felicia right now, she gets highly defensive when Mr. Osborn showed even the slightest gesture of favoritism, and now she’s flirty towards Hayden?! Valerie’s first thought to her motive is revenge, but maybe she’s ladder-climbing, trying to get on the good side of anyone in higher standing. She could be doing that with her right now…

“Hey, are you done in there? It does fit, right?” Felicia asks from outside, as Valerie zips up the back of the dress.

“Just one more moment!” she calls back.

Her eye catches the small slip where she’d hidden the case and she sighs disappointedly. Doesn’t look like Tarantula will be coming out tonight.

She walks out, her walk brisk and determined, trying to conceal her anger towards Felicia.

“Wow...you look great.” Hayden admires, his eyes glazing over.

“Thanks. You were right Felicia, I actually kind of like this dress.” Valerie admits, attempting to be friendly.

“See? I told you you’d like it, and it fits you perfectly.” she goes back to her kit, “Now, time for hair and makeup.”

Felicia pulls her over to her small bathroom, where she sets up a chair from the living room and has Valerie sit in front of the mirror while she gets to work. Hayden waits outside, beauty clearly not being his forte. Combs, brushes, water, hair dryers, curlers, mousse, and gel came first, followed by foundation, concealer, eyeliner, mascara, eyeshadow, brow pencil, lipstick, gloss, and blush. Felicia talked the whole way through, as if she’s doing a makeover at a sleepover, and the subject inevitably falls to men,

“So...Hayden is single, right?” she asks curiously, working her completely straight hair through the curler.

Getting right to it, are we? “Yes, he doesn’t date much.”

“Really? Because, I think he’s quite-”

“I know.”

She sighs, “That obvious, huh?”

“Sorry.”

“But I mean, why not go for him?” she asks, “I mean, I like him, but at the same time I think you two would be a cute couple.”

She shrugs, almost hitting the hair dryer in Felicia’s hand, “He’s too old for me. We’ve known each other for years, and in California, it wouldn’t have been legal, I’m not even sure if it’s legal here. I’m seventeen, he’s twenty-five, I’m amazed we’re friends at all.”

“Oh my gosh, he’s that old!” Felicia realizes, “Well, that certainly changes my perspective on things, I could’ve sworn he wasn’t a day over twenty-one.”

“And you know what they say about dating people you work with.” she adds in.

“I don’t know, working out pretty well for me.”

Valerie raises an eyebrow, “So you are dating Mr. Osborn?”

“It’s not dating per say.” she argues, “The guy just gets lonely sometimes, working up in that office, with mostly just men. And he and I are super close, I don’t think there’s anyone else who knows him better.”

And she said Hayden’s old...Valerie scrunched her face to avoid tipping off Felicia on her feelings of this “relationship”.

Felicia puts on the final touches to Valerie, and steps away, “Ta da! Perfect!”

Valerie looks up at herself in the mirror, not being used to having makeup on, she feels like it’s caked on, she looks fake.

“Does it really have to be so much?” she asks, touching her blushed cheek.

Felicia pulls her hand off of her face, “Yes, a little more will telegraph better on TV. Now c’mon, we’re going to be late.”

Valerie looks over at the clock, they have about forty-five minutes till the interview starts. That was fast.

She and Felicia leave the bathroom and Hayden blinks several times at Valerie’s new appearance.

“It’s rude to stare.” she points out, opening the front door.

They make their way down, into the moonlit streets of New York. Valerie notices that it’s starting to get darker earlier, what with autumn in full swing. Up in the bright skylights, she notices a flash of a figure in red grace a rooftop, before vanishing. Sorry, Spidey, you’re on your own tonight.


	17. Chapter 17

The city lights are bright as Valerie exit Hayden's car with Felicia.

"I'm going to try to find a place to park. In the meantime, good luck Valerie, you'll be great." he tells her, smiling.

She smiles back, and gives a small wave before he drives off. Felicia leads her to the backstage entrance, where two tall bodyguards block the entrance. Felicia shows them their pass and they allow them in.

"Will there be a pre-interview?" Valerie asks, remembering the several times she accompanied Hayden to an interview, but seldom participated.

"No, Betty likes to do honest interviews, that's why her show is so popular."

"Oh..." pre-interviews are when the interviewee and the interviewer discuss what the interview will be about before the cameras start rolling. Valerie will be completely unprepared.

In the small backstage waiting room, she and Felicia wait for the call, Valerie occasionally helping herself to a jelly bean from the bowl put out on the table. Felicia's phone rings, and she picks it up,

"Yes Normie? ...oh..." she looks over at Valerie, "No, I think she might be busy right now."

In between eating a few jelly beans, Valerie turns around and cocks her head, "Busy doing what?"

She smiles widely, "Uhm...never mind, here she is."

She hands her the phone, and the voice of Mr. Osborn comes in loud and clear, "Valerie, I just want to wish you luck on your interview. I know you’re probably nervous right now, but don’t be. Betty’s a wonderful interviewer.”

“Thank you Norman.” she formally replies, twirling a lock of her hair.

“Also, can Felicia hear us right now?” he asks, his tone lowering slightly.

She glances Felicia out of the corner of her eye, and sees that she’s glaring at her impatiently, her arms crossed.

“Yes, she’s in the room with me.”

“Go somewhere private. I need this to be between us.”

Valerie gets up, and leaves the backstage room. Not sure if she’s allowed to talk in the backstage hallway, she finds a bathroom and slips in.

“I’m alone.” she tells him.

“Good. So, I see you’ve been making good use of the suit.” he begins, “The press hasn’t decided on a name for you yet, but personally, I’m pushing for Tarantula, much more original than Spider-Woman.”

“Yeah, I was kind of thinking the same.” she agrees.

“Speaking of, I see you’ve partnered up with that Spider-Man.” he mentions, his tone shaky.

“Yes, we sort of...ran into each other. It sort of just...happened.”

“Well, thing is, Oscorp has had Spider-Man under surveillance ever since he stole his powers from us.” Mr. Osborn confesses.

“Why’s that?”

“We think he snuck into our nn  facilities and stole our research on our radioactive spiders. And now he’s using the technology for himself.” he explains, “The spiders’ venom is mapped to its creator’s genes, so its properties wouldn’t work on me. That’s why we were trying to alter them with the radioactive lasers, but ever since you got hurt the safety department’s been breathing down our necks. I mean, imagined if you’d sued!”

She chuckles, “Sue you for giving me superhuman powers? I’d consider it a gift.”

He sighs, “Valerie...my life’s goal has always been to perform miracles, to leave behind a legacy. And...and with you, I think I’ve accomplished that goal. You’re only just starting out, but you’ve already done so much, and there’s so much more you can do. And me...let’s face it, surgeries or no surgeries, I’m fading fast. I’m in so much pain, all the time...I can’t handle it anymore. I’ve cancelled my further operations, don’t tell Felicia. I’m still got about a year left, but it doesn’t feel that long befo-”

His voice cuts off, although the line is still on. Valerie hears a crashing sound, like something falling, “Norman...Norman?! Mr. Osborn, are you there?!”

She runs out of the bathroom, nearly knocking over someone carrying coffee. The cup flies out of her hand, but Valerie catches it mid-air and hands it back to her in a split second before dashing to the backstage room,

“Felicia, I think there might be something wrong with Mr. Osborn, who’s with him?!”

“His nurse should be with him, I’ll call her.” she assures her, as Valerie passes back her phone.

Just then, a man enters the room, “Showtime Dr. Polina.”

“Okay.” she responds, “Felicia, make sure he’s alright, okay?”

“Of course I will.” she promises.

Valerie nervously follows the man to the edge of the stage. From there, she can see a well-lit stage, as well as a full house audience. In one chair is a well dressed woman with short brown hair,

“And now, for my guest tonight, I have not just an up-and-coming figure in the world of science medicine, but also a child genius. Please welcome: Dr. Valerie Polina!”

There’s applause in the audience as one of the stage hands pushes her on. Valerie slowly walks up the stage, trying to anticipate her every move. She shakes hands with Ms. Brant before taking a seat in the chair opposite her.

“So doctor, I know we seen  plenty of your business partner Hayden Gull, that many of us thought he was the one running the company, but it’s actually you. How do you feel about that?”

Valerie pauses for a moment. She doesn’t really have an opinion on that either way, “Well, I mean, Mr. Gull enjoys the spotlight, while I prefer a much more private lifestyle. He’s much better at interviews anyway.”

“Well, in my humble opinion, I think you’re doing a wonderful job. I’ve been trying to get an interview with you since you came to New York, I think the world should know about your work. Could you tell us about what your company is doing at Oscorp?”

This is the easy question, “Well, most of what we’re doing with Oscorp is still under wraps. I can tell you that we’re making improvements to the AutoRevive system, and looking into supplying them to more developing countries.”

Ms. Brant’s face lights up, “Oh, aren’t you the philanthropist! Speaking of philanthropy, you’re often compared to Tony Stark of Stark Enterprises. Do you possibly also have a flying mechanical suit?”

She can’t help but chuckle, “Oh, no mechanical suit, I promise. I’ve never met Mr. Stark personally, but I’m certainly not as rich or as charismatic as I hear he is.”

“Wouldn’t it be amazing to have one of those things though?” she asks, going slightly off-topic.

Valerie nods, “It would, looks a little heavy though.”

“Moving on.” she continues, collecting herself, “You’re so young for a CEO, how did that come to be?”

“Well, for one, I was very lucky.” she explains, “My first grade teacher saw that I was much more advanced than the other kids...and that the other kids were beating on me constantly. So, she applied me to skip to the next grade, so I’d be in a more advanced class and away from those kids. But...second grade wasn’t any more advanced than first, and now the kids were even bigger, so it was a lot easier for them to beat on me too. So I kept asking to skip to the next grade, and that pattern continued all the way through high school.”

“And you graduated high school at...eleven?” Ms. Brant asks.

“Yep, and I was valedictorian.” she reminisces, “I remember giving my speech during graduation and spotting some guy snoring in the third row.”

“Did you call out on him?”

She shakes her head, “No, I was nervous enough as it was. And I wasn’t going to end my final year of high school getting beaten by kids seven years older than me.”

There’s a gasp from the audience. Even Ms. Brant looks surprised,

“So...I see you’ve had your fair share of bullying while at school. Care to share a little more?” she asks carefully.

“Well, I think it happens to everyone in one way or another. You kind of just have to learn to deal with it. Personally, I don’t think I handled it too well when I was in school. I talked back a lot, and then when they’d run out of words, they’d use physical force.”

“So would you say that bully victims just have to ‘suck it up and deal with it’?”

“No, no, no, I didn’t mean it like that. I’m saying that you should try to do something about it, whatever that may be. But at the same time, you don’t want to stoop to their level, although I’ll admit to doing that a couple of times. My solution was to try to skip to the next grade, hoping the next one would be better. And when I was forced to complete an entire year of high school to properly apply for college, I felt trapped.”

A buzzing noise comes from the studio and Betty rubs her eyes, “Oh...doctor, I’m afraid we’re out of time. That...that was...thank you for sharing that with us today.” she gets up and gives Valerie a tight hug, Valerie, caught off-guard by the gesture, doesn’t quite know how to react.

She waves goodbye to Ms. Brant as a stagehand leads her offstage. Felicia runs up and hugs her,

“Oh my gosh, that was amazing! You really put on a show there!”

“A...a show?” Valerie mumbles, recovering, it was all honest.

“Yes, did you see the audience? They were eating it up!” she exclaims, dancing over to the backstage room to collect her stuff.

Valerie spots a clock hanging on the backstage wall. She could still squeeze in an hour or two of superhero time if she skipped dinner. She wasn’t that hungry anyway, she just needed to get away, have some time to her thoughts.

“What are you waiting for? The audience is already filling out outside, they all want to meet you.” Felicia grabs her arm and pulls her to the backstage exit. The moment she opens the door, there’s a crowd of people surrounding the roped-off path that’s been set up for them. Valerie winces as camera flashes pop out at her.

They make their way through the path leading to the street, where Hayden’s car is waiting for them,

“Sorry it’s not a limo ladies.” Hayden smirks as they file into his BMW.

“It’s still a really nice car.” Valerie says, dizzily landing into her seat.

Hayden turns around to look at Valerie, “...was that a compliment? Wow...that interview must have really been freaking you out.”

“It was just...a lot happening at once.” she confesses, holding her head from the headache given to her by the bright lights of both the stage lights and camera flashes. Then she remembers, “Felicia, did you ever get ahold of Mr. Osborn?”

“Yeah, I called his nurse. He passed out from loss of blood sugar. It’s been happening more frequently lately, I think he’s getting worse.”

She knows she can’t tell her about Mr. Osborn, but would she find out anyway? She doesn’t want to deal with this right now.

“So...are we going home?” Valerie asks, as Hayden starts the car.

From the back view mirror, she can see Hayden twist his lips, “Sorry, I know you’re tired, but there’s still the interview after-party we have to go to.”

“After-party?” she dreads. 

They pull up to a posh restaurant in downtown Manhattan. Hayden lets Valerie and Felicia off,

“I might join you two later, you know, if I ever find parking.”

Felicia laughs, “You are so funny.”

Hayden drives off while Valerie and Felicia walk into the restaurant. Valerie looks around at the small crowd in the restaurant. They’re all in fancy attire, even more so than her. They give a polite applause when she enters, and she sees their eyes trained on her. More reporters and cameras pop out and envelop her, all of them talking at once so loud that Valerie can’t make out a singular voice.

She spots an opening in the circle of paparazzi, “Uhm...excuse me.” taking this opportunity, she slips out of the ring of reporters and makes a break for the restaurant tables.

Maneuvering through the tables at lightning speed, she spots a staircase leading upstairs to the next floor. She takes it, her dress coat tailing behind her. She collapses on a small windowsill halfway up the staircase. Catching her breath from all the excitement, she looks out the window and sees the beautiful New York skyline. Even though she’s not that far up, she can still see the neon lights of the Manhattan streets. She notices the Oscorp building only a few blocks away. If Oscorp is that close, than her apartment shouldn’t be much farther. She could escape from here...she looks over her shoulder and sees the photographers haven’t spotted her yet. She pulls out her phone and texts Hayden,

“Left party early, not feeling well. Walking home, not too far.”

She puts her phone away and pulls up the window, a sudden breeze whipping her hair. With her heels still on, she ducks under the window and looks out over the city street. She stretches herself out, with both hands clinging to the outside arch of the window. And with both hands, she lets go, and falls to the ground.


	18. The Uncertainty Principle

 

   Valerie did not think her dress would get in the way so much. Picking up the long skirt as her heels raced from rooftop to rooftop, she questions how her feet can still stick to surfaces even without the specifically tailored suit. But then again, maybe she shouldn’t be questioning it as she’s wall-running across the windows of modern office buildings without even leaving a scratch on the glass.

Valerie leaps across a wide avenue street, hoping that nobody’s looking up right now. She spots her apartment across the street, and feeling the rush of the wind on her face and hair, she lands on the window of the apartment, her arms and legs splayed out like a spider. Hanging onto the upper windowsill with one hand, she opens the window with her other hand and slips in.

Throwing her dress on the bed, she opens up the case and changes into her costume. Just as she’s about to leave the room, her phone vibrates, signalling a text. She picks it up, and the text is from Hayden,

“Why didn’t you wait for me? Could’ve driven you home.”

She sighs, and texts back, “No thanks, I’m good.”

She makes the mistake of putting the phone down and beginning to walk away, but it vibrates once again,

“Is everything okay? You’ve been kind of distant lately.”

Uh oh, Hayden’s catching on. He knows something’s up, but how could she tell him her secret? But...she can trust him, right? Although, Valerie feels like she can’t trust anyone with this secret, at least right now. When she’s Tarantula, she’s free. She isn’t constantly being talked down to, she’s the one in control.

“Just wishing my parents would let me get back to work.” she texts back, it’s at least half truthful.

She turns off her phone this time, and leaves the room. Reopening her window, she swings out and closes it before diving down and spreading her webbed-wings. 

She soars through the streets of New York City, slinging on a web every now and then to regain momentum. As she passes through Time Square, she notices another set of webs hanging from tips of buildings. Spidey’s been here, if she does run into him, she certainly has some questions for him. And besides, it always seems like whenever she goes out, she can’t seem to  not run into him…

“Hey, look out!” a male voice cries.

She turns her head back in front of her and sees Spider-Man heading right toward her. She throws herself back in mid-air, falling backwards to the ground. As she flips back forward, she spreads her wings out again and her wings catch wind and lift her back up.

“Phew! That was a close one.” he quips, using a web to land himself onto a nearby flagpole, “Where’ve you been all night? Hot date?”

She rolls her eyes, but also can’t help but chuckle a little. She coughs, and regains her posture, clinging to a nearby building. She’s not really quite sure how to bring up the subject, but she knows she has to,

“Hey, just curious, how did you get your powers?”

“I’ll tell you if you tell me where you got yours.” she can almost imagine him winking behind his mask.

Sounds fair, at least she’s getting somewhere, “Alright, I got my powers from a radioactive beam infused with the DNA of spiders. You?”

“Ha ha, that sounds ridiculous!”

“Says the guy who’s dressed as a red and blue spider.”

“Says the girl who’s wings defy physics.” 

She slings a web and swings so that she lands on same building Spider-Man’s perched on, “Seriously though, I told you the truth. Now it’s your turn.”

“I...I was bitten by a radioactive spider.” he confesses.

“At Oscorp?”

His mask flexes up, “How, how did you know?”

“Word around town says that you stole your powers from them.” she explains, “I can try to clear your name, but you gotta come clean first.”

“Well, what if I did steal them?” he counters defensively, “In all seriousness, it was an accident. I didn’t mean to get these powers. And now it’s not like I can just give them back.”

She’s not entirely sure how to feel about this. While she does feel a sort of obligational loyalty towards Oscorp, she also feels a connection to Spider-Man. They have almost a shared secret together, even if neither knows who the other is.

“Anyway, Oscorp is major bad news.” he tells her, as he starts climbing up the roof.

“What do you mean?” she asks, following him.

“You know that lizard thing we ran into last night? That’s Dr. Connors of Oscorp.”

She swears she’s heard that name before. Isn’t he Gwen Stacy’s boss? “What could’ve happened to him to have caused that?”

“No idea. All I know is that he’s got big plans. I investigated the sewers, and he’s build a lab down there for himself.”

They reach the top of the building, and start running across the concrete rooftop, “You went down into the sewers yourself? Did he catch you?”

“Almost, but I got away, of course.”

Of course, “You know, we should really have a way of communicating with each other.” she suggests.

He stops in his tracks, “You’re right.” he flips out his phone.

“How can you fit that thing into your costume?” she asks.

“Uhm...you don’t wanna know.”

She nods, not wanting to press that topic any further.

He gives her his number, and she gives him hers, “You sure you’re going to remember the number without your phone?”

She nods, “I’m good at remembering numbers.”

Just then, they hear police sirens down in the streets. They run over and look over the edge of the building and see a recklessly driven car careening through the streets, running through sidewalks and tearing through gridlocked cars, with police cars caught behind the traffic. Tarantula and Spider-Man take one glance at each other, before simultaneously jumping off of the building.

“Last one to the bad guys is a rotten egg!” he cries gleefully, slinging out a web and soaring ahead.

“Oh, it’s that game again?” she chuckles, ejecting out her wings and gliding forward.

They make their way down to the street level, Tarantula flying in and around Spider-Man as he slings web shots straight ahead.

“So, how was that hot date of yours?” he asks, as they approach the getaway vehicle.

She makes it to the car first, landing on the back trunk and looking through the window, “Why are you suddenly so interested in my love life?”

He lands onto the front hood, startling the passengers inside, “I don’t know, just figured a girl like you would attract quite a crowd.”

She presses her ear against the trunk. There’s at least two hostages trapped inside. Reaching around the trunk, she rips the trunk door right open and sends it flying towards some empty sidewalk, “Well, maybe this girl has more on her mind than a silly date.”

Spider-Man smashes the front window off, just as the thug on the passenger’s side opens fire on him. He jumps out of the way, landing on the top of the car and swinging around, his legs connecting with the side window glass and crashing his way inside.

Tarantula grabs the two hostages and throws up a web to swing them to safety. She places them back on the streets, “Are you two alright?”

On of them pulls her into a tight hug, “Thank you.”

Taken aback by this gesture, she awkwardly stands there as the man hugs her. When she lets go, she gives a small wave, “Anytime.”

She slings a web which throws her up and sends her flying. She spreads her webbed wings as she relocates the car. Spotting Spidey’s bright costume, she zeros in on the vehicle. 

Meanwhile, with Spider-Man in the car, he struggles with the two thugs inside. He’s pushing the one in the passenger’s seat against the cushioned seat. The one driving lets go of the wheel to reach under the seat and pick up a baseball bat. He wields the bat and hits Spidey in the head with it, dazing him for a second. This leaves just enough time for the other thug to push him out of the smashed window, loose shards of glass flying out with him. The thugs, not keeping their eye on the road, look to it just too late as they crash into a streetlight pole, the pole falling over and destroying the back of the car, just barely grazing the front.

A practically limp Spider-Man is lying flat-faced on the street milliseconds after having been pushed out of the vehicle. Bright lights come into view and blind him, and a loud horn blares as another car comes veering towards him.

Just as he realizes the car’s coming at him too late, he hears the grinding and bending of noncompliant metal and tire. Opening one eye from under his mask, he sees Tarantula clenching the front of the car, her super strength crippling it to a snail’s pace,

“Can’t I leave you alone for one moment?”

 


	19. Arrival

   Tarantula and Spider-Man rest on their usual building after a long night of non-stop crime-fighting.

“I never realized how much crime actually happens in Manhattan.” she comments.

“Well, that’s why we’re here to stop them, right?” he replies, casually stretching out his arms.

“I don’t know to be honest.” she confesses, “I mean, who came first, us or them?”

“Woah, you’re asking some deep questions there Tar.”

She raises an eyebrow, “Tar? Like the roofing material? That’s your idea of a nickname?”

“Hey, people call me Spidey, you should have some kind of nickname. It’s only fair.” he points out.

“I don’t need a nickname, besides, people don’t know me as well as they know you, you’re more visible in the media, and more likable too.” she argues.

“Hey, hey, you’re likable too. And besides, the only real media coverage I get is getting slandered by the Daily Bugle.”

She sits on the edge of the roof, swinging her legs over the edge, “True, but then again, who still reads the newspaper?”

They notice a train approaching, riding up the rise that goes above the city streets.

“Looks like my ride is here.” Spider-Man notes, “See you tomorrow, Tar.”

He swings off of the building, and launches himself so that he makes a perfect landing onto the top of the train. Tarantula rolls her eyes at the thought of Spidey’s new nickname for her, but she notices the train he’s taking. It’s the same route she takes to school everyday. Then again, New York is a big city, but could he be heading for Midtown? She’s slowly learning more about the mysterious Spider-Man.

   Valerie arrives at school feeling tired but satisfied from the previous night’s escapades. She opens her locker and organizes her books as well as take out the ones she’ll need for the day. She closes her locker door to reveal Liz practically beaming at her,

“Hey, I saw you on TV last night!” she cries excitedly, “I didn’t know you did all that cool stuff.”

She shrugs, avoiding eye contact with her, “It’s a living.”

“I can see why you hang out with Gwen and Peter. You guys probably all talk about all that smart stuff, right?”

Valerie doesn’t give her a response. She slings her backpack over her shoulder and starts walking, but Liz follows her,

“Hey...I’m sorry about yesterday. I, I got out of hand.”

Valerie sighs, “It’s cool.” she mumbles.

“It’s just...have you ever really felt like...like someone belongs to you?” she asks, “I mean, not in a creepy way, but like, in a romantic way, and I can’t...ugh, words!”

She stops and thinks about that. Has she ever felt that way? Her immediate answer would be no, but then she remembers how jealous she was when Felicia was flirting with Hayden. And while Hayden didn’t belong to her by any stretch of the imagination, she does certainly care about him.

“Yeah, I think I know what you’re talking about.” she tells her.

“You do?” she asks hopefully, “Thanks Val...for understanding, you know?”

   Just as she walks into the classroom she feels her phone vibrating in her pocket. Who’d be calling her at this hour? Probably just a telemarketer, but just to be sure, she takes it out and sees that the person calling her is Mr. Torger, her assistant. If he’s calling, this has to be important. Stepping outside the classroom, she answers her phone,

“Mr. Torger, you do realize I’m in school right now?”

“I know Dr. Polina, but, but, you gotta understand. You ne…nnneed to come back.” his speech sounds even quieter and disconnected than usual, and that’s saying something.

She checks the time, only two minutes until class starts, she better make this fast, “What’s wrong? Isn’t Mr. Gull the one in charge?”

“That’s...that’s the problem.” he states, “He can’t...he doesn’t know what he’s doing. The Oz...Oscorp representatives are getting impatient with him.”

“You do know I can’t return unless I get consent from my parents.” she reminds him.

“You’d just, just have to organize some...stuff. That’s all.”

The bell rings and the teacher gestures from inside for me to come back inside, “Fine, I’ll drop by today after school. Now, I have to go, good day Mr. Torger.”

She hangs up before he can give a response and returns to the classroom. Hayden has never been very good at the business and managing portion of running a company, that’s why Valerie took the position despite being so much younger. But now she can’t officially return, and Oscorp is probably layering on more work than the company is used to. She’ll just go in quickly, get whatever needs to be done done, and be on her way. She’s been missing work anyway.

She exits her first class uneventfully, and she spots Gwen and Peter running up to her from down the hall.

“Hey, I saw you on the Betty Brant show last night. That’s so amazing, congrats.” Gwen celebrates, high-fiving her.

“Yeah...I watched it too.” Peter chimes in, but something in his tone tells Valerie that he’s not telling the truth.

Gwen rolls her eyes, “Only because you have a major crush on Betty Brant.”

Peter’s face flushes red, “Hey, that was our secret.”

“Good luck keeping that secret with your tomato face. And besides, it’s Valerie. We can trust her, right?”

Valerie smiles. These are her real friends, the ones she can trust.

Just then, there’s a crashing noise from far off on the other side of the school. The three shift their heads around towards the sound. The rest of the school has frozen in place as well, just for a moment, before the first screams sound out.

The students collapse into chaos and start bolting for the exits, obscuring whatever actually caused the explosion, but loud stomping noises can be heard in the distance.

Valerie and Peter both react at once, charging through the rushing crowd toward the source. Neither of them notices the other through the throes of other students, but they run practically parallel to each other, and then split off to the different gendered bathrooms.

Spider-Man bursts out first, crawling up on the ceiling to avoid the crowds, who’re too panicked to notice him anyway. Tarantula gets out a little bit later, and by then, the hallways have cleared out completely. She charges toward the disturbance, where she skids to a stop. She’s just behind the hallway corner, where she peers out and sees Spider-Man facing a now much larger Lizard, who in a low voice growls,

“ Peter .”

Peter?

The Lizard lurches for him, just barely missing him and allowing Spidey time to shoot his webs to entrap the Lizard.

He breaks out of these bonds all too easily, and Spidey retreats back down the hallway rather clumsily.

“Hey, what’re you doing here?!” he realizes, spotting Tarantula.

“I could ask you the same thing.” she counters. Should she mention she knows his identity?

“Well, now that you are here, how about helping me take down this Lizard guy?”

“Sounds like a plan!”

They both start running even farther ahead of the Lizard, turning a corner and disappearing. The Lizard stomps after them, turning the corner and slamming straight into a thick wall of webbing, with both Tarantula and Spider-Man on either side.

“Ready…” each of them grab one end of the web and start pulling back,

“Aim…” the net stretches farther back into the hallway, pulling the Lizard with it,

“...fire!” simultaneously, they both let go, sending the Lizard flying straight down the hallway and crashing into a row of lockers, scattering dust and papers everywhere.

They both high five each other, and Spidey runs over to the creature lying defeated on the ground,

“Woh, yeah! You don’t mess with Midtown High, or you’ll get a visit from the Spider Squad! Or uhm...the Spider Clan? ...the Dynamic Duo? No, I think that’s taken. The name’s a work in progress, okay?”

The Lizard lurches out from under the rubble, snatching Spider-Man and hurling him through a wall.

“Spidey!” Tarantula cries, running to his aid.

The Lizard disappears through the hole in the wall, with Tarantula hot on his trail. The wall leads to the library, where Spider-Man lies dazed in a pile of disheveled books.

Tarantula snaps a web onto the Lizard and uses it to jump up, sweeping down onto him with a fierce kick. She lands onto the ground right in front of him, and this gives him an opportunity to grab her. Holding her entire body, he squeezes her, cutting off her breathing. Small white sparks begin to shoot off of her fingers, but she can’t move her arms or hands. Spider-Man gets up, and charges straight for the Lizard, but just as he nears him, the Lizard squeezes Tarantula just a little too tight, and the charge building in her hands releases itself. There’s an explosion of bright white light, sending all three of them hurling in different directions.

Tarantula blinks her eyes open and sees that her blast has destroyed the entire library, charred pages of books floating in the air. There’s a clear indentation as to where the explosion happened, as marked by the black markings of practically everything in the room. Nearly all of the books have been damaged in one way or another, some of them completely singed, and the windows have been smashed out.

“Hey...you alright?” it’s Spider-Man, hobbling on one leg.

He helps her up, “That...that never fails to impress.”

“I...I ruined everything.” she confesses, looking to the hole where the Lizard had flown out of.

“Accidents happen, you can’t let it get to you.” he tells her.

“But, I can’t control my powers. You saw what I did, how’s the school going to deal with the damages?”

He places a firm hand on her shoulder, “What matters is that everyone at school is safe.”

She smiles, “...thanks Peter.”

His mask flexes out at the sound of his name, but the sound of police sirens approach them. They both run for the windows and jump out, diving out of sight.


	20. Intervention

   Valerie walks around the bend to the front of the school where the rest of the students have congregated as the police break into the school building. She easily slips into the large crowd of students and spots Eddie, who towers above most everybody else.

“Hey Val, there you are!” he shouts, running over to greet her, “I was looking for you. Where were you?”

“Before all of this? At my locker.” she tells him, adjusting her backpack so it’s on both shoulders.

He looks over at the school building, where several windows have been smashed and a part of the courtyard has been ripped up, “Crazy how something like that happened.”

“What was that anyway? Do you know?” she asks, feigning ignorance.

“I caught a glimpse of it when it leaped into the building. It’s very reptilian in appearance. But the strangest thing is, I think it was sporting an Oscorp lab coat.”

Oscorp? How could they be involved in this? But then Valerie remembers Oscorp specializes in genetic science, if anyone, they’d be involved in this.

“No way, seriously? How could you be sure?”

“Just a couple of days ago, I was doing an interview for an internship at Oscorp.” he explains, “Speaking of Oscorp, I saw your interview on the Betty Brant show, I had no idea you’re the CEO of SapphireTech. That’s amazing!”

She chuckles, “Thanks, but what about you? Getting an internship at Oscorp is a pretty big step as well.”

“Gwen hooked me up, she was the mastermind behind it, and I might not look like it, but I’m a science kind of guy. Hopefully, if I get the job, I’ll be able to see you at work.”

She smiles, “ If you get the job? More like  when .” she reaches up and places her hand on Eddie’s shoulder, “I believe in you Eddie.”

   School realizes early due to the Lizard incident. Valerie’s unable to find Peter or Gwen among the throngs of students as they leave the campus. Probably for the best, she doesn’t know if she can bring herself to face Peter now that she knows he’s Spider-Man. Is Gwen in on this as well? They’re two peas in a pod, it’s almost a little weird, so she must know.

Also, what Eddie said, that the Lizard was wearing an Oscorp lab coat. When she and Spidey faced him, he wasn’t wearing any visible clothing. Maybe this article came off when he was running through the hallways? And maybe she can find this article, it might contain some information.

Back as Tarantula, she cautiously climbs up the back courtyard wall and into the building, where police officers are searching through the rubble of the wreaked hallways. While the damage the Lizard did puts her bioenergy blast into perspective, she still can’t help but take some responsibility for contributing to this. There has to be a way of controlling her powers, maybe some practice? But where?

Keeping to the ceilings to avoid detection, she follows the carnage left by the Lizard. At one point, she passes over three police officers and unintentionally eavesdrops on their conversation,

“So apparently this was caused by some kind of green creature.” one of the officers reports, pointing to the hole between the hallway and the library that the Lizard pushed Spidey through.

“Witnesses say the thing escaped into the sewers, you think we should investigate further?” another one asks.

The third one shakes his head, “We tried that when a similar incident happened over at the Williamsburg Bridge. The team got stopped by some Oscorp officials who said they were using the sewers for research.”

So Oscorp stopped them from apprehending the Lizard? Now Valerie’s certain there’s some kind of cover up going on.

She places her hand on the next ceiling tile, and the piece comes crashing down onto the floor. Employing the domino effect, the entire ceiling starts crashing down. She spots the officers and springs off the collapsing ceiling and swings toward them. Using her momentum, she grabs all three of them at once and throws a web out the window and onto a tree branch outside. Kicking through the remainder of the window, she gracefully lands onto the courtyard lawn below with the officers intact.

The moment she puts them down, they draw their weapons on her, “Don’t move!”

She raises her arms, thank goodness she came in costume, “I’m here to investigate the crime, I got a lead on the Lizard.” she explains.

“You’re trespassing on a crime scene. We’re going to take you in.” another officer declares.

Suddenly, another crashing sound comes from the school, “Are there still more officers inside?” Tarantula asks.

“Yeah, but that building’s falling apa-”

Tarantula launches a web and jumps up, swinging past the officers, “Be right back!”

She jumps back in just in time to feel the unstable floor begin to crumble under her. She hears the footsteps of two other officers upstairs. Spotting a hole in the ceiling, she jumps up and climbs over it on all fours. She sees the two officers, trapped clinging to a small portion of the floor that has collapsed under them, staring down fearfully at the heap of broken wood and glass below.

She shoots a web that pulls her across the hallway to the wall adjacent to them. Building the smallest charge in her hands, she blasts the window opposite her open before grabbing the two officers and slapping both of their backs,

“Don’t worry, this is totally safe!” she assures them, before pushing the both of them out the window. She looks down as they plummet to the ground, and the webs she’d stuck to their backs fly out like parachutes and float them down to safety.

Tarantula heaves out a sigh of relief, before the sun peaks out from the tree in the courtyard and reflects against something shiny slightly buried in a small pile of rubble. She approaches the pile and moves away the debris before discovering the lab coat that Eddie had mentioned. On the lab coat, now barely hanging by a single thread, is a name tag, with the photo and name of Dr. Curt Connors. That name sounds familiar, isn’t that Gwen’s boss? She leaves the coat for the police to find, and swings off towards downtown, Valerie has some business to tend to at Oscorp.

   Valerie realizes she’s running low on that perfume that Mr. Osborn had given her to conceal her pheromones. She has to reapply it every time she showers, or heavily exercises, and that includes crime-fighting. She sprays the last few bits of it on her, but she feels guilty having to go to Mr. Osborn and ask for more. His condition has clearly worsened, and the fact that he’s given up on his surgeries only complicates things further.

“Dr. Polina, what are you doing in the office?” she turns around at the Oscorp building lobby and sees VP Menken, someone she hasn’t seen since she first started at Oscorp.

“Just checking in on my team while I’m away.” she tells him, tiptoeing around the truth.

“Good, better get back soon or at least teach those boys how to run things properly. The problems have already gotten out to the press.” he informs her, shifting his eyes around.

Her mind still on Mr. Osborn, she realizes something, “Mr. Menken, if Mr. Osborn were to become unable to run the company, would it be you who’d take over, since you are the Vice President?”

He chuckles, “One would think so, but no. I’m second in line to his immediate family, a.ka. his son, Harry. He’s about your age.”

“Oh.” she realizes, Mr. Osborn’s mentioned his son before.

They arrive at the elevator, and command the floors they wished to go to the AI.

“You know, becoming friendly with someone like Harry Osborn would do good for your reputation.” he mentions.

She shrugs, “I don’t know if I’d be friendly with him, I’ve never met him.”

“That’s not what I mean. You see, people in this business become acquainted with the ones that’ll give them a boost should they need it.”

Valerie raises an eyebrow, “I prefer self-sufficiency thank you very much.”

The elevator arrives at her stop and she exits, “Good talking with you Mr. Menken. You’re advice was...inciteful.”

He gives a small smile and waves as the elevator door closes on him. She makes her way to the SapphireTech workshop where everything seems to be going normally. A nearly complete version of the medical suit hangs from the ceiling by reinforcing wires along with Hayden’s hoverboard. Mr. Torger spots her first, racing over to her, nearing knocking over at least three other engineers,

“Dr. Polina! Thank...thank goodness you’re here.”

“Just tell me what needs to be done and I’ll get it done.”

Hayden approaches them, “What needs to be done? Valerie, what are you doing here? I have everything under control.”

“Not according to what I’ve been hearing.” she counters, pushing past him to her office.

On the other side of the office door, she hears a familiar voice giggling. She throws the door open to reveal Felicia, sitting on top of her desk, drink in hand and a sleeve pulled down on her black dress.

“Alright, OUT!” she shouts, stomping her foot and creating a clear crack in the floor.

Felicia jumps up from the desk, “Wha…”

Valerie marches in and pushes her out of the office, getting a whiff of her champagne breath. After Felicia is out the door, Valerie goes up next to confront Hayden,

“Everything under control, huh? Just be happy I won’t go to the authorities about you giving alcohol to a  minor . Now, you stay out of my office, I’m taking this company back.”

She goes over to her desk, grabs the bottle of champagne and throws the entire thing into the wastebin, shattering the glass. She collects up the bag in the wastebin and hands it to Hayden before returning to her office and slamming the door.


	21. Natural Selection

   Valerie is furiously tapping away at her computer when Mr. Torger cautiously enters the room,

“Dr. Polina...are...are you finding everything you need?”

She doesn’t look up from her screen, “This is far worse than I’d expected.”

“Yeah...Oscorp sent us a bunch of more work...than what we’re accustomed to.”

“No kidding.” she mumbles.

Valerie and Mr. Torger sit in relative silence, with only the rapid pitter-patter of Valerie’s keyboard to occasionally break it,

“Did you have any idea Mr. Gull was engaging in these activities?” shes asks him.

He shakes his head vigorously, “No...no doctor. Di...did you?”

“If I did I would’ve put a stop to it from the start, now wouldn’t I?” she presses her hand on her temple, “But God, I should’ve known.”

Hayden barges into the office, scaring Mr. Torger and causing him to jump back against the wall, “Valerie, please, let me explain.”

She looks up from her work for only the slightest instance, “You’ve got one minute. Go.”

“Felicia brought in the champagne, not me, and I never took a sip. See? Am I acting drunk right now?” he asks.

“And yet you still let her drink in your presence. And how did she sneak an entire bottle of champagne past the team?”

“You’d be surprised what a person can fit in a designer purse.” he jokes lightly, “...listen, she’s had it really hard with Mr. Osborn’s health, and the fact that she feels you’re encroaching on her relationship with him-”

“I am not  encroaching on her relationship with him anymore than she is encroaching on our professional relationship.”

“And...what does that mean?”

She takes a heavy sigh, “It means that her behavior has clearly affected your ability to work in the office. I mean, I know you’ve never been proficient at office work, but you’re not  this bad.”

“But that also means you’ve been getting quite close to Mr. Osborn, or is it Norman to you?” he accuses.

“Mr. Osborn sees me as a pupil of sorts, someone he can pass on his knowledge to. He also sees me as a confidant, as he’s shared some rather personal information with me.” she explains.

“Personal information like what?”

“...I can’t tell you.”

“Why not? I...I thought you told me everything.”

She bites her lip as she finishes up her work and shuts down the computer, “...there’s a lot of things I haven’t been telling you lately.”

Valerie steps out of her chair and walks out of the office, leaving Hayden and Mr. Torger hanging in unsettling silence.

   She rounds the Oscorp building to the special elevator. She strides into the elevator and barks her name into the elevator AI. It begins to ascend, and she watches the view of the city through the clear glass. She spots a red and blue fly between two skyscrapers. So Spidey’s out already, maybe she should meet up with him later on.

She exits the elevator to find the front desk eerily empty. Guess Felicia’s not on the job right now. She knocks on Mr. Osborn’s office door, but the unlocked door cracks open by itself.

“Valerie, come on in!” Mr. Osborn invites cheerfully.

She chuckles nervously, taken aback by his sudden friendly gesture. He certainly looks a lot better than when she last heard from him,

“Thank you Norman.”

“What do you need Valerie? Personally, I’ve been looking into some upgrades for your suit. How do miniature grenades sound? Oscorp has them anyway, one of our many contributions to the war effort.”

“Grenades...don’t really sound like my style, to be honest. I’m actually here because I’m running low on that perfume you gave me. You know, the one that conceals my pheromones?”

He nods, “Oh, of course! I should really give you the recipe, you can easily get the chemicals here at Oscorp, maybe add a personal scent of your own. For you, I’d recommend vanilla, or maybe peppermint.” he pushes his wheelchair over to a personal bar in his office. On it, he presses a small switch under the bar and moves away as it pulls out and is replaced by a chemical lab. He immediately goes to work, mixing together several different combinations and mixtures.

“So Norman, how’s your condition?” she asks, as he sets the concoction onto a Bunsen burner.

“The disease I have comes and goes. When it’s gone, like right now, I feel great, but when it comes back, it’s always stronger than ever. I know I can only handle one or two more occurrences.”

“Have you contacted your family?”

He pauses, watching the liquid boil on the small fire, “Having power can be a great honor, but it’s also a lonely existence. An old colleague of mine once said, ‘with great power comes great responsibility’. I agree with that statement wholeheartedly.”

She frowns and lowers her head to the ground, “I think I know what you mean.”

With a pair of tongs, he removes the beaker from the flame and sets it down, “But anyway, I have one remaining family member that hasn’t attempted a hostile takeover: my son, Harry.”

“Well, one family member is better than none at all.” she assures him.

“Yes but...the relationship I have with Harry is...complicated. I really should’ve been there for him more, I see that now. It’s my fault he turned out...like he did.”

“‘Like he did?’ What do you mean?” she asks.

“He’s very...rebellious, and unambitious. You’ll probably get to know him when he takes over the company.”

If his son really is unambitious, then why is Oscorp being passed down to him?

“One more thing Mr. Osborn, I seem to be having trouble controlling my powers-”

“Yes, I saw the pictures of the wreckage, that Lizard fellow sure took you and the Spider-Man for a spin, didn’t he? Anyway, I have the perfect place for you to practice, right here in Oscorp. Here.” he hands her a black Oscorp keycard, “There’s a weapons testing facility just below this office, it’s where we test all of Oscorp’s military equipment, but it’s not in use right now, so it’s all yours to use as you like.”

Her mouth is agape in shock, as she tentatively receives the card, “Norman...than-”

“Normie, you have a phone call.” it’s Felicia, standing at the door, apparently sobered up, “It’s Harry.”

Mr. Osborn moves his wheelchair back over to his desk, “Valerie, you’re perfume is ready. I’ll send you the recipe so you can make it yourself.”

She picks up the cooled off beaker and empties it into the perfume bottle. She still has to mention to him that Spider-Man got his powers on accident, but honestly, she wasn’t entirely sure he’s telling the truth. She should hold off until she has enough evidence.

She waves goodbye to Mr. Osborn, who’s clearly preoccupied with a heated conversation with his son,

“What?! What do you mea-...No, no! You don’t need to do that, I’m fine! Don’t you think you’re overreacting-”

Valerie finds it best to give Mr. Osborn some privacy and slips out of the room, quietly shutting the door behind her.

“Well, you two certainly had a lovely heart-to-heart.” Felicia comments bitterly.

“What is your problem Felicia?” she upsettingly questions.

“Hey, if you’re referring to Hayden, the poor sap didn’t give me the booze, I gave me the booze. And I was just giving you a taste of your own medicine.”

So he was telling the truth, but that still doesn’t mean he’s in the clear, or that Valerie forgives him,

“And why did you feel that need to do that?”

Taking this as a challenge, Felicia stomps up to her and gets in her face, her heels clacking on the glass floor, “Because you know who this company’s going to belong to? Not Menken, not Harry, and definitely not you. Oscorp will be mine, because I worked for it, not because I piggy-backed off of an engineer and his ideas. And also, if you really insist on calling yourself the CEO of a company, than at least keep your employees in line, because Hayden was easier than Tony Stark, and I didn’t even have to lie about my age.”

Valerie feels the slightest tears begin to swell up. She stumbles backwards into the elevator, pressing the button to close it. As she wipes away her tears with the sleeve of her polo, she realizes that the keycard Mr. Osborn had given her was still in her hand. Before the elevator AI could bring her back down to the entrance, she sticks the keycard into the slot under the buttons, and the elevator starts up, going down a lot less than usual. Then, instead of continuing to go down, the elevator shifts forward, into the building itself. Through the clear elevator glass, Valerie watches as she passes various green-tinted storage rooms full of unimaginable weaponry. What interested her the most was the room containing various suits, apparently Mr. Osborn has a pension for suits. A bird-themed suit with bird-like wings, a set of eight long, metallic appendages, even a makeshift Spider-Man costume that looks more like a casual hoodie and sweats.

The elevator stops and opens to a wide room with emerald green lighting. There are training dummies and a small shooting range. On the walls also hang various weapons, from knives and swords to military-grade guns. Valerie goes into the shooting range, and grabs one of the sheets of paper marked with targeted points meant for guns. Posting it against an empty wall, she allows a charge to build in both of her hands. Shaking, she tries to control it, keep it from releasing just long enough for her to raise her arms and take a steady aim at the center of the target...and she fires.

****  
  



	22. Catalysts

   Tarantula finds Spider-Man balancing himself on the tip of a small radio tower.

“Hey, didn’t expect to see you out so early.” she greets, swinging in, as Spidey continues to stare forward.

“Well…now that you know my identity, I guess you know why.” he mumbles.

“True.” she realizes, sitting down at the base of the radio tower, “And don’t worry about your secret identity Peter, it’s safe with me.”

“You say that, but how am I suppose to trust you if I don’t even know who you are?”

She pauses, he has a point, “Well, who do you think I am?”

“Uhm...gosh, who could you be? ...Gwen?”

“No, no, no, you’d know if I was Gwen. Besides, I’m not blond.”

“Yeah, but how do I know that? For all I know, you could be wearing a wig, and live in an orphanage with a cat named Streaky.”

She chuckles, “I don’t think orphanages exist anymore.”

“Whatever, just...don’t call me Peter, okay?”

“Fair enough.”

He sighs, “I mean, it’s not that I don’t like you but...this is a sensitive thing for me, okay?”

She places her hands on his shoulders, “I get it Spidey, of course it is.”

Red and blue lights reflect against the walls of a nearby building, followed by police sirens and sounds of gunfire. Tarantula slaps him on the back as she jumps down from the radio tower, “C’mon, duty calls.”

   Valerie notices the first posters advertising the Halloween dance as she enters the partially repaired school building. School had been out for a couple of days so that some hasty repairs could be made, guess there wasn’t anywhere else the students could be sent while the building’s being repaired.

She makes her way out to the courtyard to eat when she sees someone in a black fleece jacket and dark sunglasses sitting at a table by himself. She’s never seen him before, and she’s been around long enough to be familiar with the student body. She looks over at Peter and Gwen’s table, and while they both wave to her, her gut sinks when she sees Peter, and Eddie’s busy in the science lab. Maybe that new guy might like some company.

“Hi.” she greets, approaching his table.

He looks up, “Oh...hi.”

She slowly sits down across from him, “What’s your name?”

“...Cletus.”

“Nice to meet you Cletus, my name’s Valerie. Are you new here?”

He nods, “It’s my first day.”

“That’s cool. I just transferred her about a month ago, so I’m kind of new here too.” she explains.

“Where are you from?” he asks.

“San Francisco, you?”

He keeps his head down and his hands in his pockets, “...Europe.”

Valerie looks up to see Flash and Liz have approached their table,

“Val, what’re you doing with the new guy? I thought you were with Baby Brockster.” Flash asks, taking a bite of his sandwich.

“Not every interaction with the opposite sex has to be romantic.” Valerie counters.

“Who is this loser anyway?” Liz asks, leaning over the table and poking Ben on the head.

“Leave us alone.” Cletus barks.

“Is that a challenge, kid?” Flash spits, raising his fist.

Liz holds him back, “C’mon Flash, you don’t need another fight before the game, and besides, this guy isn’t worth it.” she says before leading him away.

Cletus arches his eyebrow, whose color matches his brown hair, “Another?”

“Yeah, my friend Eddie or  Baby Brockster as Flash refers to him as got into a skirmish with them a while ago.”

He nods, “Well, they certainly sound like simply  wonderful people.”

She chuckles at his sarcasm, “Yes, they  certainly are.”

“I wouldn’t think someone like you would be able to hold themselves in a fight though. Did you get hurt?” he asks, his voice mild mannered and a little throaty.

She shakes her head, “I’m not much of a fighter, but I got pretty lucky that time.”

He pauses, “You’re being totally modest. I bet you beat them to a pulp, and now they’re scared of you.”

She laughs, “Oh my gosh, no!”

“What’s so funny?” it’s Eddie, still in his lab coat from the science lab.

“Oh hey Eddie, this is Ben, he’s new here.” Valerie introduces.

Cletus waves to him, “Hey.”

Eddie slowly brings his hand up to wave back, “...hi.”

The bell rings, signalling the end of lunch, and Valerie and Eddie part ways with Cletus as he heads to a different part of the building.

“Call it a snap judgement, but I don’t like that guy.” Eddie admits to her as they walk to class.

“Why not? He seems nice.”

“First of all, it’s a cloudy day, and he’s wearing dark-tinted sunglasses.” he points out.

Valerie nods, “True, that is a bit odd. Do you think he might have been high or something?”

“It’s the first thing that comes to mind.”

“Well I say lets give him the benefit of the doubt. Maybe there’s a plausible reason behind him wearing those sunglasses.”

Eddie rolls his eyes, “Still don’t like him.”

   Tarantula is tying up some common criminals in a dark alleyway when Spider-Man jumps into view,

“Hey, check this out.”

“Just a second.” she tells him, adding the final touches as she wraps the ski-capped robbers in a thick layer of webbing, “...what’s up?”

Spider-Man takes out his phone and shows her a set of somewhat blurry pictures of a red figure on various rooftops and alleyways, “Word has it this guy has been causing trouble around the city.”

“...looks kind of like you.” she examines.

“I swear, it’s not me! My costume is far more colorful, see?” he stretches his arms to display his red and blue ensemble.

“Alright, so what do you want me to do about it?”

“Well, I was thinking you could take this case and I could handle the Lizard problem.”

“What, why? Don’t we usually work as a team?” she asks.

“Uhm...to be honest, we work as a team when you’re around. I’m around crime-fighting way more often than you are, and the Lizard is a big threat to the city. This guy...doesn’t look like as much trouble.”

She puts her hands on her hips, “So you’re shoving me off to the B-mission?”

“Look, I don’t feel comfortable working with you anymore. It’s too much, what with you knowing my identity and everything-”

“She knows your identity?” one of the thugs asks, before Tarantula shoots a web sealing his mouth shut.

“Look, I just want us to spend some time away from each other, okay? At least until I can piece everything together.” he finishes.

She slowly nods, “...fine. I’ll go after the red blob here. Although I have no idea where I’ll start, this guy could be anywhere in the city-”

Spider-Man and Tarantula whip around when a man in red jumps down from the apartment roof above, “No need, I’m right here.”


	23. Ultimate Deadpool

   The man in the red suit laughs, “What? Thought I was Daredevil...Carnage? Nope, it’s  DEADPOOL .” 

He reaches both hands behind him and draws out two long swords from the sheaths on his back. Spider-Man and Tarantula lean into fighting stances, preparing to attack. Deadpool launches himself several feet in the air, spinning around into a diving position as he plummets toward them,

“Obligatory fight scene, engage!”

The two heroes jump out of the way, and Deadpool lands on the concrete, swords out. He looks up just in time to see Spider-Man attack first, swinging in and kicking him straight in the face, knocking him to the ground.

Deadpool leaps back up instantly, seemingly unfazed by the blow, “Wow...that was fun, now how about we have a conversation her-” he’s cut off by Tarantula’s bio-energy blast, a stream of energy dragging him through the concrete.

“Hey, you have control of your...your beam-thingy.” Spider-Man realizes.

She smiles, “It’s a work in progress.”

Deadpool, still on the ground, lifts his head and rubs it, slightly dazed, “Wow...what a woman.  Whew .”

“What do you want, Deadman?” Spider-Man asks, taunting him with the nickname.

“Hey, hey, it’s  Deadpool ,  Deadpool , piscina de la muerta, ¿comprende? And, I need your guys’ help.”

“Then why did you just try to attack us?” Tarantula asks.

“Well...that’s kind of just how I communicate. Plus the rest of this is gonna be super talky, so I knew I had to throw something in for all the adrenaline addicts out there.”

Spider-Man leans over to Tarantula, “What is he talking about?”

“What I am talking about-” he rushes over to them and wraps his arms around their shoulders, pulling them in and speaking in a shouted whisper, “...is killing Norman Osborn.”

“What?!” Tarantula reacts, yanking away from their huddle.

“Oh, I forgot, Oscorp poster child and all that.” Deadpool throws Spider-Man out of his grasp, causing him to tumble to the ground, “You-” he points to Spider-Man, “got your powers from Oscorp technology, your girlfriend works for them, and Normie’s your BFF’s dad. And you-” he points to Tarantula, “both your powers  and your suit, compliments of Oscorp. Plus you work there so, if anyone’s in Oscorp’s pocket, it’s you.”

“What?!” Spider-Man recoils, “You got both your suit and powers from Oscorp?! And you accuse me of being a thief.”

Deadpool shakes his hands, “No, no, no. Normie  gave the suit to her (probably you know, so she wouldn’t sue the company for getting SHOT BY A LASER).”

“Well, we’re not helping you kill Norman Osborn. We don’t kill, end of story.” Spider-Man concludes.

“Awe, c’mon, please? The truth is...I’ve always wanted to team up with you guys. I mean...doesn’t it make sense? The three heros all in the same primary color, fighting crime. We could all be buddies, get into trouble, ensue love triangles (personally, I’m for Team Deadpool), and...uhm, also maybe just a tiny little because I need someone who can get me stuff from inside Oscorp.”

“And...why can’t you do that yourself?” Tarantula asks.

“Well, lets just say I have a distinctive face. So, what do you guys say?”

“Didn’t we already make it clear? We’re not agreeing to something like that.” she restates, “But...I personally wouldn’t mind working with you.”

Deadpool lights up, his body seemingly becoming light as air, “...really? Oh, thank you, thank you!” he runs over and nuggies Tarantula on the head, “We’re going to be best of friends, I know it!”

“What, are you crazy?! This guy is insane, he wants to kill Norman Osborn, he’s not a hero like us-”

She smiles, “Don’t worry, I have it under control.”

“Man, and you’re suppose to be the jovial, quippy one of the two. Why so serious?” Deadpool asks, “Anyway, gotta go, gotta kill Norman Osborn...on my own...alone. The invitation’s still open.” he jumps up an amazing height and jets down, disappearing behind a apartment building.

Spider-Man and Tarantula stand still for several moments, both of them processing what had just happened. Spider-Man holds his index finger up, “Okay...first question: why kill Norman Osborn?”

“My first question was actually: how did he know so much about us? But we can go with that too.” she replies, as they look out in the direction in which he’d disappeared.

   The moment Valerie’s out of costume she calls Mr. Osborn,

“Valerie? I’m always here to help but, why are you calling so late at night?”

“Norman I have reason to believe that your life may be in danger. A...a man came up to me and, and asked for information about you. He said he wants to kill you.” she informs him.

He chuckles, “Valerie, please, calm down. People are trying to kill me everyday, this is hardly different. But...did this man try to hurt you?”

“No, I’m fine, it’s you I’m worried about. Are you sure you shouldn’t at least take some precautions?”

“Well, I guess there are a few little chinks in my armour I could fix up.” he yawns, “Excuse me but, I’m very tired. Goodnight Valerie.”

   Valerie arrives at school to see Cletus waiting for her by the front entrance,

“Morning Val.” he mumbles, his dark sunglasses reflecting against the morning sunlight.

She gives a sleepy smile, “Morning.”

They’re not able to walk together for long before Eddie joins them, “Hey Val, can I talk to you alone for a second?”

“Sure, catch you later Cletus.” she waves to him, before heading off into another hallway with Eddie.

Eddie has his hands in his jacket pockets, he’s moving something around in his pockets, what could it be?

Valerie follows him to a relatively empty hallway, where only a few other students are standing by rows of lockers. Eddie stops in the middle of the hallway and turns around to face her. He pulls his hand out of his pocket to reveal a slightly crushed red rose,

“Valerie Polina, will you attend the Halloween Dance with me?” he asks timidly.

She smiles, her heart racing. Does this mean they’re dating? Or does he just want to go as friends? The rose is definitely an indicator that his feelings lean more towards the romantic side, but Valerie can’t be certain.

“What’s going on?” it’s Cletus, who must’ve followed them from the school’s entrance.

“Uhm...this is kind of a private thing Cletus.” Eddie confesses, shoving the rose back into his pocket.

“What? What’s going on?” he asks, and Valerie can’t figure out if he genuinely doesn’t understand or if his intervention was intentional. The sunglasses completely hide his facial expression.

“Hey, Baby Brockster is asking Val on a date. How cute!” Flash comments, who’s also inexplicably appeared out of no where.

“Oh...that’s what was happening...sorry guys…” Cletus apologizes, backing up away from Eddie and Valerie.

In his haste, Cletus accidentally backs into Flash and his group, and he turns around to face them with what Valerie can only imagine is a look of horror.

“Awe, the new kid has a crush on Valerie too!” Flash realizes, “Hey, hey new kid, you gonna fight Baby Brockster for Val?”

“No…”

“C’mon man.” he says, shoving Cletus, “Do it!”

Flash shoves him again, this time much harder, and causes his sunglasses to be knocked off of his head, landing on the school linoleum. Flash and his gang all gasp in surprise, but with his back turned to Valerie and Eddie, they have no idea what they’re reacting to. Finally, one of the jocks in Flash’s group reacts,

“Oh my god, it’s Harry Osborn!”


	24. Sins of the Past

   Harry makes a run for it, bounding through the hallway and sharply turning the corner, dodging several students along the way.

“Holy crap dude, did you have any idea that was Harry Osborn?” Flash asks one of his friends.

“No way dude, and he was at our school this whole time? his friend replies.

Valerie pushes through Flash’s friends’ blockage and goes after Harry, tracking him down to the now empty courtyard,

“Hey...you alright?” she asks him, finding him huddled under a tree.

“My...my secret’s out.” he mutters, “Now you know.”

“Yeah, but how long did you think you were gonna be able to cover that up?”

He shrugs, “The staff were willing to cover me up. They changed my name on the roster, let me wear the sunglasses indoors.”

She raises an eyebrow, “And...how were you able to do that?”

“I’m Harry Osborn, I paid them off, how else would I do it?”

Harry Osborn, Mr. Osborn’s son. Although she knows who he is just from the last name, she’s not entirely sure  who he is.

“Uhm...yeah, kind of new to New York, remember? I’m sorry but...I don’t really know who you are.”

He smiles, “That’s probably for the best.”

“But what I would like to know is: why go to such great lengths to conceal your identity?” she asks, sitting under the tree beside him.

He shrugs, “You saw how those guys reacted to me. The name Osborn has a certain weight to it, a certain, predisposed expectation. Sometimes I just want to be nobody.”

“You’re no nobody to me Harry!” it’s Liz, in her cheerleader outfit with the entire team also in uniform, “C’mon girls!”

They all get into a single-file line and Liz claps her hands together while the other girls raise their pom-poms, “Let’s go! Harry! Harry!”

Harry lowers his head and slaps his hand to cover his face, “This isn’t happening.”

“We love you Harry!” they cheer.

He gets up and walks off, pushing past the cheerleaders without any kind of acknowledgement. This leaves Valerie, sitting under the tree, with the cheerleaders awkwardly standing around her,

“Well, you certainly tried your best.” she nods, before standing up and walking to class, leaving them further confused.

  Valerie arrives at SapphireTech’s workshop to find Mr. Torger waiting for her,

“Thank goodness you got my text-”

“You better have a good explanation for this. I cancelled tutoring freshmen with Eddie for this.” she snaps at him impatiently.

“Well, you see, Mr. Osborn just ordered some major adjustments for the suit. He...he wants us to equip it with weapons, bombs, grenades, the works. Do you know the kind of legal paper we’ll have to go through and still complete the suit on-time?!”

So that’s what Mr. Osborn meant by “fixing chinks in his armour”, although this is a little more literal than what she’d imagined.

“I’ll get it done, somehow.” she mumbles, before walking toward her office.

“Also, you’re slated for a meeting in half-an-hour.” he shouts, still standing in place.

She turns around, surprised, “Wha...they’re not suppose to know I’m back yet. Shouldn’t it be Hayden attending these meetings?”

“They asked that both of you attend.” he informs.

She sighs, “So I would’ve had to come in anyway? Fine…alert me when the time comes.”

Valerie shuts the door behind her and sits down at her computer. She opens her e-mail and her stomach sinks at the gigabytes worth of paperwork linked to her.

She sees an unusual shadow pass over her window, and she looks over and sees Deadpool sticking to the glass with rubber suctions, yanking one off just so he can wave to her.

So he does know her identity but, how?

He gestures for her to open the window. She shakes her head, why should she?

“Awe c’mon, you’re gonna make me do all the work by myself? I thought we were buddies.” Valerie jumps and sees Deadpool is now on the other side of the glass, inside the office.

“Oh my god, how did you do that?!”

He jumps down and starts taking off his rubber suctions, the ones on his feet now stuck to the floor, “Uhm...the power cosmic?”

“The what?”

Unable to get his suctions off of the floor, he pulls on one as far as he can, stretching it until it snaps off, knocking him to the ground, “Because, physics!” he successfully pulls the other one off with ease and jumps up, “So...whatcha doing?”

“I’m not on duty right now Deadpool. If you really want to work with me, wait until I’m actually in costume.”

He slumps exaggeratedly, “Ugh, but I’m  soooooo bored. Why do you have a job anyway  and go to school? You’re a superhero! Go out, do your superhero thing!”

“Not now Deadpool, I have a lot of work to do. Now get out before someone sees you.”

He leans over and looks over her shoulder, “...pretty please? I’ve been spending all day thinking up material. I’d hate for it to go to waste-”

There’s a knock at Valerie door, it must be Mr. Torger. Valerie points to the window, but Deadpool instead decides to hide in the corner, behind the potted plant, his entire body still visible behind the thin stalk of the plant. Her heart plummets as Mr. Torger enters the room,

“The meeting’s in ten. It’s in the conference room on the eleventh floor.”

She nods, trying to not look at Deadpool as he stands completely still behind the plant, perfectly visible, “Thank you Mr. Torger. You may leave now.”

He bows his head, and leaves, closing the door behind him.

“Phew! Thank God that’s over. One more moment of awkward silence, and I would’ve exploded! ...or just chopped that guy’s head off-”

“No! You will do no such thing, now please, LEAVE!” she shouts furiously.

He pauses for a second, almost as if he’s genuinely surprised, “...fine. But I am gonna do this.” he slaps her on the ear, and Valerie feels a slight shift of weight. She rubs her ear and realizes there’s now an earpiece attached to her.

She looks up and sees that Deadpool’s disappeared, but just when she breathes a sigh of relief, a familiar voice comes in from her right ear,

“Roger, roger, coming in clear, this is Deadpool speaking, Tarantula, do you read me?”

She tries to tear the earpiece off but it’s firmly attached, “You’ve got to be kidding me.”

“Hey, haven’t you always wanted me to narrate your life?”

“No.” she grumbles as she exits her office.

“Say, as a point of reference, who’d you have play you in a movie?” he asks, “Personally, I’d want Ryan Reynolds to play me, now there’s a funny guy!”

“...who?”

She enters the elevator and presses the button to the eleventh floor.

“You know I’ve always wanted my own movie. I mean, c’mon, the Guardians of the Galaxy get their own movie before me? Not fair! Also, while you’re up in that conference room, could you do a small favor for me?”

She looks out of the glass elevator and sees Deadpool hanging on a window washer’s lift, wearing traditional work overalls over his red suit.

“And why should I help you? I know this has something to do with killing Mr. Osborn.” she whispers into the earpiece.

“Because if you don’t, I’ll start killing people.” he threatens, his voice suddenly having a tone of seriousness to it.

She tenses up, “...like who?”

Deadpool grabs something from behind his back, pulls it out and reveals the lifeless body of the window washer. He hangs his body over the edge of the lift, and drops him, letting him fall to the ground, “Like him, but I can do better. Who should we start with, your employees? Mom and Dad? ...oh, how about one of your boy toys over at Midtown High-”

“When I am done with this meeting, I am coming out there to-”

“What? Kick my ass? You’ve never been very good at threats Tarantula.”

The elevator arrives at her desired floor, and she sees a reception desk, which is currently unattended.

“Okay, see the computer on that desk? Go there.”

No way, “I’m going to get caught.”

“Nah, you’ll be fine! You’re the main character, indisposable!” he assures her.

“You know sometimes I really do think you’re crazy.” she says as she begins walking toward the computer, shifting her eyes in all directions for signs of anyone.

He laughs, ending in a sigh, “Not gonna argue that.”

She boots up the computer and sees it requires and username and password login, one she doesn’t have, “I don’t have access to these computers Deadpool.”

“Username: blackcat194, password: probability.” he immediately responds.

She starts typing this in, “Should I even ask how you have access to this?”

“Lets just say I have friends in high places.”

The username and password work, giving Valerie a plain desktop screen, “Okay, from here, you’re going to have to hack into Oscorp’s database.”

“What?! I can’t do that.”

“Pffff, it’s easy, just bring up a command prompt.” he instructs, “Then bypass the firewall without tripping a red alert while cracking the security passcode while doing a handstand and the macarena.”

She follows his directions, minus the strange derailment of his train of thought, and gains access to Oscorp’s entire database, “Wow...that was easier than I thought it’d be.”

Valerie hears some shuffling before someone presses a cheap-sounding button and an automated male voice says, “That was easy.”

“Oh ha ha, very funny. Now what am I looking for?”

“You’ll want anything concerning that disease Normie has.” he tells her.

“What, retroviral hypoplasia?”

“Yeah, yeah...that thing...retrovintage hydro, it’s Goblin AIDS, okay?!”

Valerie rolls her eyes, how politically incorrect, but then she realizes something as the results of a simple search pop up onscreen. In one of the articles, it says someone named Richard Parker was working on a cure using genetically enhanced spider venom. Any relation to Peter?

“Okay, so the main expert on this subject would have to be...Dr. Curt Connors.” the Lizard. They certainly can’t quite reach in right now. But, isn’t he Gwen’s boss? Maybe she’d know something. And Valerie also needs to confront Mr. Osborn about Dr. Connors.

“Valerie, what are you doing here?” she looks up and sees it’s: Harry. Opps.


	25. Destructive Testing

      “I had no idea you worked here.” he exclaims, “That’s so cool!”

Valerie realizes that Harry doesn’t know who she is either. That’s probably for the best, considering I probably look like an intern with my semi-formal business suit,  “Yeah...I do.” she tells him, quickly logging off of the computer and stepping out from behind the desk, “What’re you doing here?”

“Oh, my father wants me to meet some Dr. Polina. Some hot-shot CEO that’s supposedly the same age as us, I’m pretty sure it’s my dad’s way of trying to  inspire me to take over the company by shoving someone more successful than me in my face.” he explains as the elevator opens and Hayden exits, trading in his usual skinny jeans and t-shirt for a suit. Harry turns around to greet him, “Ah! You must be Dr. Polina, I’m Harry Osborn, pleasure to meet you.” he firmly shakes his hand while Hayden’s expression is that of confusion. He twists his head to Valerie, looking for an explanation, but she just smiles, trying not to laugh. Harry grabs Valerie’s shoulder and whispers to her,

“Looks kind of old for a teenager, don’t you think? I guess dad thinks all young people look the same.” he pulls away from her, but Valerie sort of liked that fleeting moment of closeness between them, “Say Val, I don’t know if it’s in your job description, but could you please fetch some coffee for me and the doctor?”

Her smile becomes Cheshire Cat-like, a few giggles popping out here and there, “Of course Mr. Osborn, I’ll be right back.”

Harry starts walking into the conference room, “Thanks. This shouldn’t take too long. How about we head out for a late afternoon snack afterwards? I can get you excused from work.”

“Maybe.” she smirks, glancing over at Hayden and breaking into uncontrollable chuckles with him when he isn’t looking.

“How long do you think this’ll go before he realizes?” Hayden asks.

“Tell him when you two get in, I wanna see his reaction when I get back.”

Hayden stops in his tracks, “Wait...you’re actually going to-”

“Hey, Mr. Osborn asked for coffee, he’ll get coffee.” she tells him, turning to the coffee machine by the elevator.

Hayden just entered the conference room when Valerie practically feels her earpiece jump a little, “Andrew, Andrew, is that Andrew?! Say something...Andrew?! ANDREW?!”

“Would you shut up?! Who’s Andrew anyway?” she asks as she starts up the coffee machine and gets out two cups.

“Eh, nevermind, he won’t be able to hear me anyway.” Deadpool realizes, “So, you did send me all of their files on Goblin AIDS, right?”

“First off, why are you calling it Goblin AIDS, and secondly, why do you need it?” she questions, but when she doesn’t get a response for once, she sighs, “Yes, I did. Happy?”

“Mucho. And I call it Goblin AIDS because I can’t be asked to say...repovenial hydraplastic or whatever it’s called. And obviously, I can’t tell you why I need this information.”

She picks up the cups of finished coffee and heads back towards the conference room, “Alright, well now that my job is done, can you at least get this hunk of junk off of my ear?”

“No can do, but I can turn it off for now. Sound good?”

“Thank you.” she breathes a sigh of relief.

She arrives at the conference room to the dropped jaw of Harry. Hayden must’ve just told him,

“I have your coffee Mr. Osborn.” she presents with a smile on her face.

“You...you’re Dr. Polina? I...I’m so sorry, I had no idea.” he apologizes profusely.

She hands him the cup, and gives the other cup to Hayden, who smiles at her as their fingers graze while he takes the cup, “Thank you Valerie.”

This gesture instantly makes Valerie uncomfortable. Those same hands were probably all over Felicia just yesterday.

Harry takes the largest seat at the conference table at the end, “So...he works for you. How does that feel Mr. Gull, taking orders from a teenaged girl?”

Hayden shakes his head, “I don’t see Valerie as a teenaged girl. She’s just as much an adult as anyone else in our company. If not more so.”

“Ah, I see. So, what exactly is your team working on?” he asks.

Valerie begins, “Well, by order of your father we’re-”

“Not allowed to tell you.” Hayden finishes.

She jerks her head to him, confused. She mouths, “We’re not?” and he nods.

Harry folds his hands together and leans forward, “Now, as you can understand, I don’t like things being kept from me. Originally, I was just going to fire you and your entire team if you didn’t tell me. But, seeing as Valerie is a part of this...if you don’t tell me, I’ll just fire the rest of you and put Valerie on the Oscorp board of directors.”

“You can’t do that!” Hayden protests, slamming a hand on the table, “Mr. Osborn wouldn’t allow it.”

“Maybe my father wouldn’t, but remember that I practically grew up with Oscorp’s executives. They’re like extended family, and they’re much more likely to believe their boss’ son than some metrosexual technician.”

“Mr. Osborn,” Valerie speaks, gesturing to him to show that she’s referring to him, not his father, “you have every right to know what we’re doing. But your father also has a reason for keeping this information from you, and it’s because what we’re creating is for you specifically.”

Harry’s expression immediately lightens, “...what?”

“Why else would he keep it from you?” she asks, “I guarantee he’s not keeping this from you for the reasons you’re thinking, and it’s certainly not worth causing good people to lose their jobs.”

Harry sits silently in his chair, leaning back slowly into the seat, “...well, you’ve convinced me.”

Hayden smiles at her as they all stand to shake hands, “Well, it was wonderful meeting you Mr. Gull, I look forward to working with you and Valerie in the future.”

“The pleasure’s all mine Harry.” he replies as they shake hands. Valerie notices how firmly Hayden’s shaking Harry’s hand. Despite his wide smile and friendly and open posture, he clearly doesn’t like Harry, at all.

“Hey, watch it, that’s Mr. Osborn to you.” Harry warns jokingly, “I could be your boss one day.”

Hayden chuckles, “Of course,  Mr. Osborn. ”

They all exit the conference room where Felicia is outside waiting for them, “Hayden, there you are!” she smiles, scampering up to him and pulling him into a tight hug, “Did you just have a meeting?”

“Yeah.” his expression is slightly bewildered, until he comes to realization, “I’d...I’d promised to take you shopping, didn’t I?”

“Yes you did silly! C’mon, lets go!” she declares, grabbing him by the arm and hauling him to the elevator.

“Hey, I’m not bailing you out if she robs you blind!” Valerie teasingly cautions him, and as Hayden looks back, Valerie’s expression becomes serious, just for a moment.

He gives her a thumbs-up, his facial language a mixture of emotions, from understanding, to regret. Felicia ignores their exchange as she grabs his arm just as the elevator closes, staring daggers at Valerie through her bright smile.

Harry breaks the small pause of silence that followed their departure, “Well, I guess that leaves us to take the next elevator.”


	26. Group Therapy

   Valerie and Harry sit in a small cafe just a couple blocks away from Oscorp.

“So...how’s being a CEO of an Oscorp subsidiary like?” he asks, sipping his coffee.

She shrugs, “It’s a living.”

He chuckles, “But, I mean, you go to school at the same time. How do you find time for it all?”

“I make time.” she smiles weakly.

He sets down his cup, “Something’s bothering you. What’s up?”

She shakes her head, “...it’s nothing. Don’t worry.”

“Don’t lie to me.” his tone suddenly becomes very direct and authoritative, “I know when people lie to me.”

She sighs, she’s only known this guy a couple of weeks, and for most of it she’d thought he was someone entirely different than who he actually is. But there’s something in their conversations, a mutually understood honesty.

“...I don’t exactly approve of Hayden and Felicia.” she confesses.

He shrugs, “That’s obvious enough, but what’s really bothering you?”

She stares out the window, putting her words together in her mind, “It’s just...when I see them together, they’re so happy-”

“And you want that?” he interrupts her.

“Doesn’t everyone?” she asks, “Not the dating part, but just, happiness in general. That feeling that everything’s going right.”

He raises an eyebrow, leaning in, “No, I think you are jealous of their relationship, and I can’t blame you. On the exterior, they seem perfect for each other.” he puts his coffee down, “But what you don’t understand is that they’re not happy. Hayden is clearly not into Felicia to begin with, and Felicia, well, she’s a whole nother can of worms.”

She folds her arms on the table and buries her head in them, “I’m sorry I’m in such a bad mood right now. This really isn’t how I’d like to start our friendship.”

“Well hey, have you ever dated anyone before?” he asks.

She looks up at him, “...what do you think?”

“Hey, I had to ask.” he defends.

She chuckles sarcastically, “Dating has never really been a possibility for me. Everyone around me has always been older or not interested, or both.” she stirs her coffee, “What about you? You certainly seem to know what you’re talking about when it comes to dating.”

“I’ve dated...a couple of girls.” he grins distractedly.

Her smile fades, “I bet they were all very beautiful.”

He shrugs, “There are tons of beautiful girls out there, but in the end, beautiful’s nice, but it’s not really what I’m looking for.”

“What do you mean?”

“My relationships...they never last. And despite what the tabloids say, it’s usually the girl who ends up breaking up with me.” his tone is light, almost like he’s laughing at himself.

Valerie twists her lip, what could be so bad with Harry that would cause these girls to leave him? By Valerie’s perception, any girl would dream to go out with him, including her friend Steph, who had a celebrity crush on him when he was in those cereal commercials.

He looks up at her directly, his smile growing and his blue eyes lighting up, “You look confused.”

“I think I am a little confused right now.” she admits.

He folds his hands together, “...as many girls may come up to me, say they love me, want to marry me even, they don’t really love  me . They love the idea of me, they, they have an idea of me in their head: a smooth bad-boy, or a sensitive artistic type. Maybe I’m into guys, it doesn’t matter if I actually am, that’s what they imagine. But in reality, I’m just a person, and they’re disappointed by that fact everytime.” his eyes have reddened slightly, and he shifts his body away and looks out the window.

Valerie, unable to conjure anything eloquent at that moment, reaches across the table and places her hand on Harry’s, “Hey, I have no problem with you...just being you.”

He smiles again, sniffling back his tears. He takes his other hand and places it over Valerie’s, “Thank you Val.”

He chuckles awkwardly, “This...this is probably the longest conversation I’ve ever had with anyone. I’m sorry if this has been too much for you in one day, it’s just...I’ve never felt comfortable telling anyone those things before and I, I just needed-”

“Needed to get it out?” she asks, “Don’t worry, I know the feeling.”

They exit the cafe as it closes, heading out into the New York streets just as the streetlights are coming off. The last of the sun has set behind the highrises, and the sky is streaked with purples and oranges.

“Where are you headed?” Valerie asks, “Back to Oscorp?”

“Yeah, I live up in the penthouse with my dad.” he points to the top of the towering Oscorp building.

“That’s cool, you’ve been watching out for him?”

He nods, “Yeah, probably should be getting back to him.” he looks her in the eye, his hands in his pockets. He leans in, bending at the hip to meet Valerie’s height, his lips nearing hers…

A figure in red jumps down from behind Harry, pulling him away with two long katannas that surround either side of his neck, “Alright pretty boy, play time’s over.”

Deadpool?! What’s he doing here?! Than Valerie realizes, he’s after Norman Osborn, so of course the quickest way to him is through his family.

Deadpool sighs, “Oh...the reviewers are going to hate me for this. Sorry you didn’t get your first kiss Valerie, although, at seventeen, you’d think you’d get around to it by now-”

“I have money, name your price and let me go.” Harry promises nervously, his entire body shaking.

“Sorry gorgeous, you’re not the one I’m after. I need your daddy, tip top secret stuff and all that jazz.”

Valerie clutches her fists, and pulls her right leg back, ready to spring, “I don’t think so.” she flies into a high kick, grazing just above Harry and slamming Deadpool directly in the face, knocking him back and allowing Harry to escape.

“Oh, oh, that was a little over-the-top, don’t you think?” he asks, massaging his face. As soon as he comes to a full stop, he rushes back at them, swinging both of his swords.

Valerie could summon a bio-energy blast to knock him off, or web shoot him into submission, but doing either of those things would give herself away, and she couldn’t do that, not even for Harry.

Out of the corner of her eye, she sees Harry moving to protect her, but with much faster reflexes, she steps over him and gets in front just as Deadpool comes in slashing.


	27. Unclaimed Legacy

   Deadpool’s katana clashes with Valerie’s left arm, the blade cutting into it. With her right leg, she kicks him back, at the same time pushing herself away as she wrenches in pain. She looks down and her gut lurches as she sees the large gash the sword’s created, going from her wrist all the way to her elbow. Blood trickles down her arm and hand, and the pain seems neverending.

“Oh, did you get a boo-boo? Don’t worry, knowing you, that’ll heal in about an hour or so tops.” Deadpool quips, twirling his swords around precariously.

Harry reaches into his pocket, and pulls out a small metal ball with green details. He throws it at Deadpool and it releases a cloud of grey smoke, “C’mon, lets get out of here!”

“Hey, where’d you guys go?” Deadpool shouts out as Valerie and Harry make their getaway, “Hey, not fair! Goblin ex-machina!”

They make their way around the bend, and the two of them keep running until they’re certain they’re in the clear.

“Who was that? An assassin?” Harry asks, gasping for air and holding his sides.

“I have no idea.” she lies, “But your father needs to know his life’s in danger.”

He nods, “I should call hi-” he feels around his pants pockets, “Where’s my phone?! And my keys?!”

Valerie thinks to offer her phone to Harry, but she feels around in her pocket and realizes her phone is gone as well, “Mine’s gone too.”

“I can’t get back into my condo in Oscorp without my key or my cell.” he realizes, sighing, “I’ll have to find a hotel for the night.”

Suddenly, some feedback comes out of Valerie’s earpiece, she’d almost forgotten she was wearing that thing,

“Pssssst, hey, maybe you should invite lover boy here to stay over at your place.” Deadpool’s voice comes out giddily like a school girl.

Although Valerie was considering that anyway, she also considers for a second going against her better judgement just to spite Deadpool. But no, while she can’t speak to him right now what with Harry right next to her, she’s not going to let him affect her judgement,

“Well, my apartment is only a couple of blocks away from here, I wouldn’t mind if you stayed the night.”

Harry shuffles around uncomfortably, “Naw, I’m good, thanks.”  
“ARUGH, no Hairy, that’s not what you’re suppose to say. You’re suppose to be like, ‘oh wow, thanks Valerie, you’re so thoughtful, now let’s make out’.” Deadpool complains, “I steal your stuff and create a paper-thin plotline so you two can hook up, and what do you do? Naw, I’m good. You know, sometimes I wonder why I even bother.”

“But, I mean, are you gonna be alright by yourself? What if that guy comes back for you, you don’t have any bodyguards, or even a cell…I’m not suggesting that you’re incapable of taking care of yourself, it’s just, you know, safety in numbers.”

He nods, considering this, “Hmm...you know what, you’re right.” he admits reluctantly.

They make their way to Valerie’s apartment, and on the way, they run into a familiar face on the elevator,

“Oh, hey Stan, haven’t seen you around lately.” she greets the elderly man as he enters the lift.

“Oh, well, I just got back from Comic-Con, pretty fun stuff.” he looks over and see Harry, “Is that...Harry Osborn?”

“Hi.” he smiles awkwardly.

“My grandchildren love you, but I have to ask: what is it exactly that you do?”

“Well...most people know me as the son of Norman Osborn.” he reflects, “So, I guess it’s like being a prince, most of my fame comes from the fact that I was born into the Osborn family.”

“Oh...so you’re not like, a famous scientist?” Stan asks disappointedly, “I knew it, you’re too pretty to be a serious scientist.”

Valerie can’t help but smirk as Stan exits the elevator, “Hey, scientists can be pretty too.”

He smiles, “They sure can.”

They enter her apartment and Valerie realizes something, “Hey, what was that thing you threw at the assassin?”

He opens up his jacket pocket to reveal a velcro strap with several metal balls identical to the one he threw at Deadpool, “It was a gift from father after an incident with a...fan.”

“And it’s legal to carry those around?”

He shrugs, “I’m sure dad cleared it up with his lawyers.”

She smirks, “Of course he did.”

Valerie looks down at her blood soaked sleeve, thankfully she’s wearing a red shirt today. She pulls up the sleeve and sees that she’s no longer bleeding, and the gash is already starting to close up.

“Oh my god, were you hurt?” Harry realizes, “I had no idea.”

“It’s fine.” she assures him. She was in front of him when it happened, she must have been blocking him from view. That’s probably for the best, if he’d seen what had happened to her, he’d never believe that she’d healed this quickly.

Harry walks over to her hallway closet and opens the door, and comes out with a first-aid kit, “Here, there should be some bandages in here to wrap your wound.”

He opens it up and, sure enough, there’s a roll of cloth bandages by the scissors and gauze, “How’d you know that was there?” Valerie asks, she’d didn’t even know that was in her own closet.

“Standard Oscorp procedure.” he explains, taking out the bandage and unravelling it, “Here, let me see it.”

Valerie tentatively pulls up her sleeve and Harry’s head leans back slightly at the sight of her now almost completely healed cut, “Wha…”

“Harry, I don’t think the bandage is necessary, it wasn’t that bad of a cut, see?” she reassures him, grabbing the bandages from him and placing them back into the kit.

“But...all that blood...” he observes, pointing to the darkening stain on her sleeve.

“Don’t worry, I’m fine.” she repeats, growing increasingly nervous, “Uh...you wanna...do something?”

He raises an eyebrow, “Like what?”

“Well, seeing as you are my guest, I feel like I’m obligated to entertain you...somehow.”

His bright blue eyes light up and he blinks a couple of times in disbelief, “Hang on...have you never been to a sleepover?”

“...is that a bad thing?”

“Not at all.” he tells her, “It just means that I have a lot to teach you. It’ll be fun, trust me.”

Outside, she hears sirens followed by the reflection of red and blue police lights against the apartment walls. She looks out her window and feels a strong gust of wind as a barely visible figure in red and blue flies by, with the police cars close behind. Spider-Man’s out once again, Valerie has to wonder how he gets all of his homework done on time when he’s going out as Spider-Man every night. She instinctively thinks of grabbing her costume and joining him but, she can’t leave Harry by himself, and besides, he’s still hung up over the fact that she knows he’s Peter Parker, and while he doesn’t show it outright, their relationship is strained. Maybe it’s best that she leave him alone for now.

She closes the windows and draws the blinds, blocking out some of the noise and chaos happening outside, she turns around and sees Harry smiling at her, his hands in his pockets,  “Alright, teach me your ways. What do you do at a sleepover?” **  
**


	28. Me Time

Harry makes quick work of Valerie’s living room, gathering up the small pillows on the couch and throwing them on the ground. Then he takes the blanket on the couch and spreads it out over the pillows.

“And what exactly are you doing?” she asks him as he works feverishly.

“We are going to build a fort.” he explains, “Now, help me bring over those chairs.”

Valerie reluctantly brings over one of the two dining room chairs into the living room space. Harry picks the blanket back up, spaces out the chairs, and throws the blanket over the chairs. He puts the pillows inside, and gets another blanket from Valerie’s room to use as a bottom surface for their fort,

“Ta da! What do you think?”

While rather simplistic, Valerie smiles at the thought of a few blanket and some pillows serving as the base of their operations, “I...I like it.”

“Yes! Now...uhm...how about we watch a movie...inside the fort?” he suggests, gesturing to the TV.

“Alright, I can make some popcorn.” she chimes in.

When Valerie opens up her cupboard and gets out a package of microwavable popcorn, she also notices the powdered cocoa she’d just gotten at the supermarket, “I can put some hot chocolate on the stove too if you’d like.”

Harry smirks, “My, Valerie, you’re turning out to be quite the sleepover host.” he turns on the TV, then gets up and turns off the apartment lights. The apartment becomes completely dark except for the glow of the TV.

“Wow...it got dark fast. Say Harry, I’m going to get a flashlight in my room, okay?” Valerie tells him.

“Okay.” he calls out somewhere in the darkness.

Valerie opens the door to her room and steps in, feeling around the walls for the light switch. When she finds it, she flicks the switch, but the light doesn’t come on. Odd, did the bulb go out?

She hears the door creak, before it shuts completely. There’s no draft in the room, is Harry trying to pull some kind of prank?

“Surprise!” Deadpool jumps down from the ceiling and latches onto Valerie, knocking her to the ground. He whips both of his katana blades out and holds them to her neck, “Nothing personal babe, it’s just that to get to Harry, I knew I had to take you out of the equation.”

Valerie throws her right leg up one hundred and eighty degrees, kicking Deadpool in the head. His grip loosens and Valerie jumps away, sticking to the nearest wall.

“Hey, hey, calm down will ya?” he asks, launching himself at her with his swords swinging. Valerie leaps out of the way just in time, knocking Deadpool into the corner of the wall, “I’m not gonna kill ya, I’m just gonna tie you up while I kidnap ol’ pretty boy.” Valerie shoots several strings of web at him, sticking Deadpool to the wall.

“Is everything alright in there?” Harry asks from outside.

She turns her head to the door, “Yeah...just having some trouble finding my flashlight in the darkness. I think the bulb’s out in my room.”

She looks back over to the wall where she stringed up Deadpool but all that remains and several loose strands of webbing. Just then, two red-clad arms grab her neck and pull her upward. Struggling for air, Valerie grabs at his over-muscular arms, but to no avail.

“Shh...go to sleep...go to sleep...go to sleep little baby-”

Valerie throws her legs up, her feet landing on Deadpool’s shoulders, grabbing his arms, she jerks them upward, causing them to twist at an unusual angle. Wrapping her feet around his neck, she pulls up, choking him.

Using his arms as leverage, Valerie steers him toward the window. Knocking it open with her head, she leans Deadpool over the edge overlooking the street below.

“Hang on...you’re not going to kill me, are you? Aren’t you suppose to be...I don’t know, a role model for teenaged girls? Or at the very least a self image fantasy?”

Valerie contemplates whether or not to kill him, firstly, she could hardly believe someone’s life depended on her judgement in the first place. Yes, Deadpool is really annoying, and yes, he will most likely come back if she spared him, but, is it worth it taking a life to ensure he never does?

Valerie bends her torso backwards so that she can reach the length of rope attached to Deadpool’s utility belt.

“Hey...that was suppose to be for you.” 

She ties one end of the rope to Deadpool’s foot and the other to a small notch on the windowsill. She backflips off of Deadpool, and makes a full rotation before kicking him in the back with both feet, knocking him off the edge. He goes flying down toward the street before the rope reaches its end, causing him to swing back towards the building, crashing into one of the windows below.

“Oh...hey Stan.” 

“Why, hello Wade.”

Valerie closes the window and retrieves the flashlight, walking back out into the living room and shutting the door behind her.

“What was that?” Harry asks, turning away from the TV, “I swear I heard someone talking.”

She shrugs, “I heard it too, must’ve been the neighbors.” she looks over to the TV to see that it’s not turned to a movie, but rather to the news, where a panicked reporter is standing in the middle of the nighttime street. The camera view keeps shaking, moving violently from left to right, as if it’s searching for something,

“We’re here live at the scene where Spider-Man just swung by, and it looks like he’s heading directly for the Oscorp building, where a giant lizard monster just entered the building.”

So Spidey’s off fighting the Lizard again? No big deal, hopefully nothing happens to the Oscorp building though.

“Man...I leave this city for a few years and look what I come back to.” Harry comments, his eyes glued to the TV screen.

“It’s crazy, has New York crime really gotten that bad?” she asks, sitting down next to him.

The camera cuts from the live footage to stock footage of Spider-Man and Tarantula, “As you can see, Spidey usually has his lady friend Tarantula around, but she’s not here with him tonight. Think there was a break up Whitney?”

Whitney Chang smiles at the camera from her newsdesk, “Well Dan, I think Tarantula wants to strike it out on her own. Us ladies don’t need a man to identify them.”

Harry changes the channel, “Ugh...those news reporters are always so fake.”

“What do you expect? They’re probably reading off of a teleprompter.” Valerie figures.

“At least there’s the Betty Brant show, she’s cool.”

She raises her eyebrow, “And yet you missed the episode I was on?”

He nearly jumps out of his seat, “You were on the Betty Brant show?! Why didn’t I see that?”

“Eh, you can’t catch it everyday.”

There’s a knock at the door, and Valerie gets up to answer it as Harry serves the hot chocolate and popcorn, getting out some cups and a bowl. She opens the door and the moment Deadpool’s slightly battered suit appears, she shoots a web around his mouth, and kicks him back with her right foot, sending him flying off the edge of the apartment building staircase railing, falling to the ground as she slams the door. Harry turns around, “Who was that?”

She smiles, “No one.”


	29. Night of the Lizard

 

   Valerie and Harry are falling asleep in their fort of pillows and blankets when something shakes the apartment, causing dust to fall from the ceiling above. Valerie gets up, turning off the television which was rolling the end credits of  500 Days of Summer. Was that an earthquake? But, having grown up in San Francisco, she knows it was too much too fast to be an earthquake. Another shake, and Valerie coughs as some of the descending dust comes right down onto her. Maybe there’s some construction going on outside. She pulls back the curtains to reveal a man in a police uniform with disproportionate muscles, patches of scaly green skin and a elongated tongue clinging to the window. She jumps back just in time for the lizard-man to jump through the window, shattering the glass. 

“What the hell?!” Harry stifles awake, jumping out of the fort and knocking it over.

Valerie turns around to face him, “Run Harry!”

He complies, making a mad dash for the front door, Valerie close behind. She makes sure he’s halfway down the first flight of stairs before slamming the door behind him, locking it. She whips around to see the lizard-man lunge at her. She rolls out of the way, leaving him to smash into the wall. The monster turns to her, and she quickly charges up a blast and fires, knocking the lizard-man out the window. What was that? She looks out the window and sees more lizard-men, all in police uniforms, are out trashing the streets, and scaling buildings.

She runs into her bedroom and grabs the silver case behind her dresser. Kicking open her bedroom window, she jumps out head first, sky-diving towards the ground. She falls behind the apartment building, concealing her from view, and by the time she hits the concrete street, she’s Tarantula. Throwing the case into a nearby alley, the first thing that catches her eye is a lizard-man who’s pounding on a car in the middle of the street, with its passengers screaming inside. She sprints toward them, bounding up, spinning mid-air, and kicking the lizard-man in the jaw. Spiraling back to the ground, she shoots a web, pulling the lizard-man away from the car as he collapses. She sees that the passengers are still trapped in the car, the lizard-man having crushed the cover in. Jumping on top of the car, she rips open the already fragile top and pulls the two passengers out.

“Get off of the streets!” she commands them, before shooting a web and swinging away.

Getting to higher ground, she looks down, trying to spot Harry. Did he make it out alright?

She spots Harry, running to his car, just as a figure in red drops down onto him. God damnit. She leaps after him, spreading her webbed wings and letting the wind carry her across the street to Harry and Deadpool. He has a gun to his head, and Tarantula’s heart races, hoping he won’t see her coming. As she nears them, she flips back, just in time for her feet to kick Deadpool in the face, knocking him back into the apartment building glass. She lands gracefully, retracting her webbed wings. She turns around to face Harry.

“You’re…” he points, practically speechless.

“Not Spider-Man? No worries, people get me and him confused a lot.”

There’s a crashing sound nearby, and an explosion can be seen from only a couple of blocks away. She smiles, “Well, duty calls. Nice meeting you, Mr. Osborn.” she looks over at Deadpool, and picks him up, “And I need to do something about you.”

  
  
  


    “Oh, really?! C’mon, I’ve done some pretty heinous stuff, but this...this is just embarrassing.” Deadpool cries as he hangs from a streetlight, completely tied up in a tight mass of webs.

“Don’t worry, you won’t be there for long, the police will be here to pick you up shortly.” she tells him as she glides away.

Deadpool rolls his eyes through his mask, “Yeah, like the police are going to do anything about  me .”

Tarantula patrols the streets practically all night, saving civilians and defeating more lizard-men. She wonders why all of the lizard-men are wearing police uniforms, did the Lizard specifically target police officers? She’s pulling several people out of a fire, throwing them out of the burning building and onto a bouncy net of webbing below when a blue blast explodes from the Oscorp tower, showering the city in a light blue mist. The mist not only douses the fire, but also returns the lizard-men back to their human form. Tarantula climbs to the top of the building to get a better look. From her vantage point, she can see a red and blue speck and a green speck that’s rapidly shrinking. Guess whatever the blue mist is, it’s working on the Lizard as well.

Tarantula soars into her room just as the sun begins to rise, completely exhausted. She’d stayed out hours after the actual Lizard had been taken down, rescuing people from ravaged buildings, stopping looters trying to take advantage of the lack of police force, etc, etc. She pulls her mask off over her head, letting it hang on her back like a hoodie. She almosts dozes off in her costume when her phone rings. She slowly stumbles toward her cell, picking it up,

“...hello?”

“Valerie? Norman here, I just saw what you’ve been doing on the news, excellent work girl!”

Drowsy, she doesn’t quite pick up on what he’s saying, “Wha...what work?”

“What do you mean, ‘what work’? Just turn on the news and see what I mean!”

Stripping out of her costume, she walks over to the television. She spots her broken window and sighs, that’ll have to be fixed. She also sees the remains of the fort she and Harry had made, as well as the empty bowl and cups. She smiles, it was fun while it lasted. Turning the TV on to the news, the first thing she sees is a shakily shot video of her saving those people from the burning building last night, with the news headline:  Tarantula Saves Dozens, Spider-Man No Where To Be Seen After Incident .

That is true, where was Spidey after that blue mist turned everyone back to normal? Maybe he just decided to call it a day, and considering he was going head-to-head with the Lizard, she doesn’t blame him.

There’s a knock at her door, and Valerie switches off the TV, and quickly gets dressed and throws her costume back into the metal case, tucking into its hiding place. She opens the door to reveal a hyperventilating Harry, dark shadows under his eyes, “Where were you?” he asks angrily.

Shoot…

“I’m...so sorry Harry. That, that lizard...thingie cornered me, trapping me in the apartment. He grabbed me and...and took me all the way to Time Square. I...barely escaped. I just got home.”

He grabs her, pulling her into a tight hug, “You scared me.”

“I should’ve called, it’s just, I don’t have your number.” she tells him.

She pulls her out of the hug, but he keeps his arms around her, “Seriously? That needs to be fixed right away.”

“But first...I need to get ready for school.” Valerie concludes, walking back into the apartment.

“What? You’re still going to school after what happened?” he asks in disbelief, leaning his arm against the doorway.

She nods, picking up a few photo frames that’d fallen during her fight with the lizard-man, “Of course, it’s not like the school’s issued any kind of statement that they’d be closed today. And I’d hate to be that one kid who thought that school was cancelled just because there was an attack by mutated lizard people.”

Harry’s phone rings in his pocket, and he looks at it, “Oh, just got a text from Peter. No school today.” he smiles triumphantly, putting his phone back into his pocket.

“He showed up early, didn’t he?” Valerie asks, even after a major fight, Peter can’t break old habits.

He nods, walking into her apartment, “So...how about first, we get this window patched up, and then, we can finish our sleepover properly...with breakfast?”


	30. Accomplices

   Valerie arrives at school the day on its official reopening. The school itself hadn’t been damaged much during the Lizard incident of a couple of days ago, but the school had to be closed to rebuild the part of the school that had been decimated when the Lizard attacked the school. She walks up to the new front lawn, with a great view of the newly rebuilt west wing of the school, with a circular structure and blue-tinted glass windows.

“Wow…” she looks next to her and sees Eddie in utter awe, his mouth a gap.

“Yeah, pretty cool, huh?” she admires, looking on with him.

“Hey guys!” it’s Gwen, followed by Peter.

Valerie’s heart drops when she sees Peter, several scars on his face, with a slight limp in his right leg, “‘Sup guys.”

“Peter, what happened to you?” Eddie asks.

He chuckles, “It’s kind of a funny story-”

“He fell down a flight of stairs.” Gwen excuses, smiling.

“Man, must’ve taken a real dive.” Harry comments, entering the group.

“Yeah...pretty rough, but I’m okay.”

Valerie remains quiet as guilt washes over her. Peter’s fight with the Lizard must have been harsh, and she wasn’t there to help him. Maybe she should’ve been, but maybe this is also proof that he doesn’t need her.

“Hang on...weren’t you two close friends as kids?” Gwen asks, pointing to Peter and Harry.

They both nod, and Harry responds, “Our fathers use to work together.”

At the mention of “father” Peter’s expression sours, his head bowing down slightly.

“So wait...Peter, did you know that was Harry in his disguise the whole time?” she presses.

Peter snaps out of his sudden mood change, “Oh...yeah...totally...I knew…”

Harry chuckles, “No you didn’t. I would’ve told you if I’d known you go here, but, you’ve changed so much Petey…”

Gwen gasps, “Did he just call you  Petey ?! That’s adorable!”

The bell rings and the gang all start walking toward their classes. Eddie accompanies Valerie to her class. They enter the new building, which is just as impressive as the outside, with completely new classrooms and lockers.

“How was your weekend?” he asks.

She pauses, “...okay. I hung out with Harry.”

He squints suspectedly, “You two have gotten quite close, haven’t you?”

“Yeah. We just, get along, I guess.”

“More so than you and I?”

She shrugs, “Hard to say. I’ve only known him a little while.”

He nods, “Fair enough.”

“Why? Do you feel threatened?” she asks playfully.

“O...of course not.”

They pass by a bronze plaque in the middle of the hallway. Engraved on the plaque are the words:  Special Thanks to Student Donors Dr. Valerie Polina and Harry Osborn .

“Hey...you’ve got your name on the school!” Eddie points out, “That’s awesome!”

“You pitched in too?” Harry asks, approaching them.

She smirks, “Yeah...I figure it’s the least I can do since they agreed to put up with me.”

Harry bumps her with the side of his hip, and she bumps back. Eddie rolls his eyes, “Oh bother.”

   Tarantula jumps up onto the roof where Spider-Man is waiting, “Where were you?”

“What do you mean, ‘where was I?’, you’re the one who didn’t want me around.”

He jumps to his feet, scratching his head, “I know...I know I said that, it’s just...it’s not the same without you, you know? Having someone to cover you back, or just...talk to even. About all this. I mean, I try to talk about it with Gwen about it, but I don’t think she really understands and-”

“Peter.” she interrupts, her tone firm and clear.

He sighs, “You promised you wouldn’t call me that.”

She approaches him, “I know.” she pulls off her mask, “But, I think the playing field’s even now.”

Spider-Man’s eyes widen through his mask to the point where he pulls it off to get a better view. Peter’s eyes meet with Valerie’s, and Peter runs up to her, pulling her into a hug,

“So it was you this whole time?!” he realizes, squeezing her, “You should’ve just told me, I thought you were some stranger-”

“I just felt terrible keeping my identity a secret after finding out about yours.” she explains.

He pulls her away, so that her head is no longer pressed into his chest, “Then why didn’t you just tell me?!” he asks, his voice filled with anger but also joy.

She purses her lips, “I...I wanted to but…I...I was afraid.”

“Afraid I’d still be mad?” he places his hand on her shoulder, “Val, we’re friends, and that comes  before the superhero stuff, okay?”

She smiles, placing her hand on his shoulder, “Okay.”

The golden sunset behind them, they put their masks back on, and smile at each other.

“Oh...oh...bravo, you two, bravo, BRAVO!” Deadpool applauds from the other side of the roof, leaning on the chimney. 

The two whip around, the both of them springing into fighting stances. Deadpool remains in place, making a heart with his hands, “Honestly, I totally ship it.”

“What?” Tarantula reacts.

Spider-Man rolls his eyes, “What do you want Deadpool?”

“My employer is getting antsy for Harry, or rather, Harry’s blood.” he explains, “And...they’ve finally given me clearance to do this.” he reaches behind him and reveals a simple red button. He presses it, and the earpiece in Tarantula’s ear suddenly comes to life, blaring out a loud, high-pitched tone that’s almost too high to hear, but the screech is just low enough to be intolerable. She falls to the ground, trying to rip the earpiece out of her ear.

“Sorry sister, if you couldn’t pull that thing off when I first gave it to you, you certainly can’t get it off now.” Deadpool quips, releasing the button for a mere second before pushing on it again repeatedly.

Even Spider-Man steps back, being able to hear it next to her, covering his ears, “What did you do to her?!”

“Geezus , calm down, it’s just a nearly irremovable earpiece, and I’m playing a high frequency pitch directly into her ear, which, if given prolonged exposure, can cause permanent hearing loss. Although, considering her super powers, that probably isn’t the case for her...which means I can really play it all I like!” Deadpool fist pumps the air with both hands.

Spider-Man jumps at him, reaching for the switch, but Deadpool  dodges him, pressing down on the button once more. Tarantula screams as the excruciating noise comes back, seemingly even louder this time.

“Sorry, nothing personal, it’s just a bargaining tool really. You two help me get the blood of Harry Osborn, and I’ll get rid of the earpiece. Deal?”

Spider-Man looks over at Tarantula, who’s rubbing her ear from the impact of the deafening sound, “Fine, we have a deal. We’ll get you his blood, but we’re not killing him, and we’re not letting you kill him either.”

“Awe...I can’t kill pretty boy? But he’s the manifestation of everything I hate about teenaged eye candy. Harry Christian Osborn Grey anyone?” Deadpool sighs, “Well, fine. But little missy here can’t try to remove the earpiece in the meantime, or else I play Disney pop songs into that thing!”

Police sirens sound off in the distance, and Spider-Man and Tarantula start running toward that direction. Deadpool waves to them,

“I’ll see you both tomorrow night! Same Spider-time, same Spider-channel!”

The two dive off of the apartment building, Tarantula unfurling her webbed wings and Spider-Man throwing up a web to sling with. 

“Awe, and I like some Disney pop songs.” Spider-Man jokes.


	31. Out of Damage Control

 

   Steph’s scream into her mic can literally be heard from the other side of the country. Valerie throws off her headphones and rubs her ears, swearing she’s gone deaf.

“I CAN’T BELIEVE YOU’RE FINALLY GOING TO YOUR FIRST DANCE!!!! OH MY GOD, OH MY GOD!!!!”

“Please...Steph, I get it. You’re excited.” she replies, putting her headphones back on.

“So...who’s the special someone? Will there be a limo? Oh..! What are you gonna wear?” she clammers giddily.

“Uhm, no limo...I don’t know what I’m going to wear, I’m not sure if it’s a costume party or a regular party...and, I sort of have a date...”

She slams her two petite hands onto her keyboard, “Woman, spill the beans!”

“Well, the thing is I never officially said yes. He asked, but then we were interrupted and he hasn’t brought it up since.” I explain.

“Why don’t you bring it up then?” she counters.

Because she doesn’t know how to answer, even if he would bring it up. Would she want to go with Eddie? Would they suggest that she’s into him in the romantic sense? Or could they just go as friends?

Valerie shrugs, “I...I don’t know.”

“Well, anyways, Halloween is coming up, so you better get yourself something to wear soon. If you don’t know what the dress code is, just wear something nice, maybe a dress?” she suggests.

She pauses, “Hmm...maybe. I don’t want to wear the dress I wore to the interview with Betty Brant because, I kind of ripped it jumping off...uhm, nevermind. Anyway, I think I might still have something nice in my closet.” Valerie runs over and opens her dresser, sifting through a couple of objects before pulling out a cream white blouse, grey sweater, and black slacks, “What do you think?”

Steph sticks out her tongue, “Ew, that looks like something my Pau-pau* would wear, yuck, no.” she sighs when she sees that Valerie isn’t catching her drift, “Look, Valerie, you want to look like you’re going to a dance, not to speech and debate.”

“But...this is what I wore to speech and debate.”

She groans, throwing her head back into her chair, “Ugh, I wish I could be there to help you. The shopping in New York must be amazing.”

Valerie shrugs, “I wouldn’t know. I haven’t really bought anything beyond groceries.”

Steph looks down at her phone, “Oh, I gotta go Val. Promise me you’ll at least wear something nice to that dance, okay.  Something nice! ”

She rolls her eyes, “Fine Steph.”

   Tarantula and Spider-Man both gracefully land on the rooftop where they last encountered Deadpool. They find him there, lying on the ground surrounded by several crumpled up wrappers, and remnants of cheese and lettuce,

“Oh...oh man. I love New York. Mmm...fine, fine cuisine.” he murmurs, holding his belly.

Spider-Man picks up one of his wrappers, “Did you go on some kind of taco binge?”

“Chimechongas to be exact.” he clarifies, rolling back and jumping to his feet, blowing the wrappers into the wind, “Now, lets get ourselves some Osborn blood!”

Tarantula and Spider-Man take off, Tarantula unfurling her webbed wings and Spider-Man shooting a web.

“Hey, I can’t fly...or swing!” Deadpool realizes, “Wait for me!” he jumps off of the roof, grabbing Tarantula and sending the both of them careening to the ground.

She shoots a web, catching the both of them, Deadpool clinging to her back. She sighs, “Well, I can’t glide with you hanging on.” with her other hand, she throws another web and begins swinging to catch up with Spidey.

Deadpool smiles through his mask, “Hey, we’re touching! That makes me your love interest.”

Tarantula rolls her eyes, “No, it doesn’t. I’ve got enough to worry about as it is.”

“Let’s see. You’ve got Spidey as the one everyone roots for but you’ll never actually get with, there’s Harry...and we all know how that’s going to end, ditto for Venom-”

“Who?” she asks.

Deadpool rolls his eyes, “Nevermind, if Spider-Man 3 wasn’t even released within the author’s lifetime, most of the readership isn’t going to know who he is either-”

“We’re here.” Spider-Man interrupts, landing on the glass panels of the Oscorp building.

Tarantula lands next to him with Deadpool on her back. Deadpool takes out one of his katana blades, reaches over and carves several lines in the glass. Spider-Man removes the glass and it’s removed in the shape of a person splayed out similar to that of a murder scene,

“...really?” Spider-Man exasperates, bending himself so that he can fit in.

“What? I have to express my artistic side somehow.” he excuses.

Tarantula climbs in, and Deadpool gets off of her back, “Okay, now that we’re in pretty boy’s apartment, all we have to do is wa-”

“What the-” someone turns on the lights and it’s Harry, standing shocked at the doorway.

“Omg! Harry, I’m your biggest fan!” Deadpool proclaims, taking out his two katanas, “In fact, I’d like to keep a piece of you..permanently.”

Harry runs to the side and pulls a red lever, setting off an alarm that blares throughout the room. Several large thugs burst through the door and come charging straight for them. Deadpool rushes forth, katanas swinging, but Tarantula swipes out her foot, causing him to trip and crash to the floor,

“What did we agree on? No killing. You do what you have to do, we’ll hold off the guards.”

“Fine, fine. Sheesh, even in costume, you’re such a bringdown.” Deadpool leaps up, flipping over several bodyguards and lands behind him, chasing Harry who’s already escaping out the back.

Spider-Man shoots several webs, keeping the bodyguards glued to the floor, “There, that should keep them.”

Tarantula smiles at him, “Hey...guess what I got while Deadpool was on my back?” she reaches behind her back and pulls out his controller for her earpiece.

“Sweet! Here, toss it over, I can probably get it release your earpiece.” he offers as she throws it to him. Catching it, Spider-Man opens it up from the back, revealing a complex set of colored wires, “Okay...just need to cut this..” the moment he snaps the wire, a  Hannah Montana  song starts blasting into Tarantula’s ear. Spidey arches his eyebrow, “Well, I guess he wasn’t kidding about those Disney pop songs-”

“Geezus, will you hurry up and make it stop already?!”

“Okay, okay!” he exclaims, rearranging the wires.

The earpiece shuts off entirely and unclamps from her ear, falling to the ground.

“Yes! Now he’s got nothing on us.” Spider-Man proclaims confidently.

A scream comes from the hallway outside and Spider-Man and Tarantula look at each other and realize, “Harry!”

*Pau-pau: Grandmother in Cantonese. Phonetic approximation. **  
**


	32. Your Friendly Neighborhood Spiders

   Spider-Man and Tarantula rush out into the hallway where Deadpool is lifting an unconscious Harry,

“Adios, suckers!” he yelps, making a run for it.

Tarantula and Spider-Man take off after him, and Deadpool jumps through a window, taking a nose dive down the Oscorp building. Spider-Man jumps after him first, catching up to him in momentum and tackling Deadpool, causing him to lose grip of Harry. Tarantula swoops down on her webbed wings, grabbing Harry as they barrel to the ground. Unable to stop their fall, at the last moment Tarantula flips, crashing into the concrete on her backside. Harry, completely intact having landed on top of her, very slowly rises. He looks down at Tarantula, and watches as blood begins to seep from the back of her head. He reaches for her mask, but his hand is pulled back by a string of web,

“You don’t wanna do that.” Spider-Man interjects.

“She’s bleeding. She needs medical attention.” he explains, carefully lifting her up by the back of her head.

Spider-Man approaches her as she begins to stir. She holds her hand against her head, “Ow...that hurt.”

“How, how are you still alive?!” Harry blurts out.

Tarantula chuckles slightly as Spider-Man helps her up, “Trust me, it’s harder than it looks.”

They’re both fully on their feet when Deadpool jumps out from behind them, blades at the ready, “Here’s Johnny!”

His first blade slices into Spider-Man’s arm, and throws him back. Tarantula grabs Deadpool’s other arm, pushing him away so that she can spin around and elbow him in the face. Kicking him in the face for good measure, she lets him fall to the ground before running to Spidey.

“How bad did he get you?” she asks him.

“Not too bad.” he replies, as the bleeding stops from the large gash in his arm. Any other human being would need stitches for that wound, and Harry stares in wonder at these two superheros.

Police sirens begin blaring, red-and-blue lights reflecting off of the glass of the metropolitan buildings, and Spider-Man and Tarantula take this as their cue to exit.

“Wait…!” Harry cries, but they don’t hear them as they swing off into the night.

   “Okay, just take it as I come swinging toward you.” Spider-Man instructs, handing Tarantula the camera.

She holds up the old-fashioned film camera as he jumps back several buildings, the sky a bright pinkish orange as the sun begins to rise over the east. Taking a running start, he leaps off of the buildings with ease, approaching her at an ever increasing rate. As a grand finish, he slings a web to a nearby street lamp, diving down and swinging around it twice before catapulting himself off, launching up and striking a pose mid-air.

Tarantula takes this moment to snap several shots of him in this pose, his legs thrown up, his hands in his web shooting position. She looks down at the camera, “I got the-” just in time for Spider-Man to come crashing into her, throwing them both to the ground. Spider-Man, now on top of Tarantula, looks down at her, his expression hidden by his mask. Tarantula’s more visible expression however, is of pure embarrassment, “Uhm...I got your pictures.” she states, holding up the camera.

They both start laughing, and Spider-Man jumps to his feet, “Let’s see how they turned out.”

She hands him his camera, getting up and rubbing her eyes. They’d been out all night fighting crime, and now Spidey had asked her to stay just a little bit longer to take these pictures, “What exactly do you need these for anyway?”

“I’m going to sell them to the Daily Bugle. It’s sort of a part-time job.” he explains.

“They still give jobs to teens?” she asks, but then she realizes something even more perplexing, “Hang on, people still read the newspaper?”

He shrugs, putting the camera away, “I don’t know, maybe they have a website or something.”

“Well, I’m going home, I need to get some sleep, the Halloween dance is tonight.”

Peter yanks off his mask in disbelief, “Hang on, that’s tonight?!”

She nods, “You forgot, didn’t you?”

“I’ll...I’ll work something out.” he assures her, “So wait, are you gonna go with Eddie?”

“I don’t know honestly. He hasn’t brought it up. I’ll just go, hang out, have fun. It doesn’t need to a romantic outing, right?”

“I don’t know, it’s just that...Harry’s been asking about you.” he explains, sitting down on the concrete roof.

Valerie, taking off her mask, and letting her hair blowing in the morning wind, sits down with him, “What do you mean?”

“Oh, usual stuff a guy asks...when he’s into a girl, Val, I think Harry likes you.”

She snickers, “Right, and I’m a space cop.”

“No seriously, I know Harry, and when he’s crushing on a girl, he finds out everything about her.”

She laughs even more, “Look Peter, I don’t know what kind of joke you’re trying to pull here, but Harry is  not interested in me. Guys, just don’t like me. End of story.”

Peter raises an eyebrow, “Alright, you deny it. But don’t say I wasn’t the first to tell you. I think you two would make a good couple.”

Valerie puts her mask back on, “Alright, I’m heading home, see you at school Pete.” she runs across the roof, and dives off, soaring into the early morning sky.

   Valerie arrives at school extremely tired. She’d barely gotten half an hour of sleep before her alarm clock alerted her that it was time for school. She barely even notices when Eddie taps her shoulder, having to do so a couple of times to get her attention,

“Val?”

She whips around, “Oh...hey Eddie, sorry, I...I didn’t get a lot of sleep last night.”

“I can tell.” he mumbles worriedly, “Would this be a bad time to ask you if we’re still on for the Halloween dance?”

Not giving much thought to it, she nods, “Yeah...yeah I’m going.”

He smiles, his grin stretching ear to ear, “I’ll...I’ll see you tonight then.”

“Mhm.”

The warning bell rings and Eddie waves goodbye as he heads off cheerfully to class. Valerie’s rubbing her eyes when she sees a distraught Harry standing in front of her,

“I’m assuming it’s too late to ask you to the Halloween dance then, is it?”

“Oh...Harry, yeah, Eddie just confirmed with me…” her head starts to hurt, this superhero stuff is really starting to take a toll on her.

He sighs disappointedly, “Oh...alright then.”

For a moment, she sees through her fog of sleepiness and places her hand on Harry’s shoulder, “For what it’s worth, I’ll save a dance for you.”

He smiles, nodding, “I’d like that very much.”

They start walking to class together, and Harry brings something up that jolts Valerie right awake,

“You know, I think I have the answer to my father’s sickness.”

“What?”

He elaborates, “Last night, I was saved by Tarantula and Spider-Man, but they were attacked right in front of me by this crazy guy in red-”

“Yeah, Wade Wilson or something like that right? I saw that on the news this morning, they arrested that guy, right?”

He nods, “Yeah, but he managed to hurt the both of them. He even threw Tarantula on the ground from the Oscorp building. And he sliced into Spider-Man’s arm with his sword. And they both recovered like it was nothing.”

“So...you think they’re the answer to your father’s illness?” she asks, her concern growing as to what this is leading up to.

“All I’m saying is that they have the ability to heal at phenomenal rates. If Oscorp could harness that kind of power...think of what we can do. And...and it’s not just his illness, it’s mine too, it’s hereditary.”

She chuckles nervously, “I'm aware, and I'm so sorry, but good luck finding them. You might see them all over the news, but actually predicting their next location is akin to finding a needle in a haystack.”

“I’ll find a way...I will.”


	33. The Price of Heroism

   Valerie twirls around in her new dress, it’s long and bright red with a single yellow shoulder strap going diagonally from her left shoulder around and down her back.

“Oh, soooo pretty!” Steph claps adamantly.

“Thanks for picking this out on such a short notice Steph.” she thanks her, coming to a stop.

“Pssshh, no problem, you’d be amazed what a little online shopping can do. So, what’s the name of your date again?”

“Eddie Brock.”

She nods, typing into her computer, “Mhm...okay...aha! Found him!” she stares at her screen, and a sudden look of disgust comes about her face, “Ew...he looks like a douche.”

“He’s not, he’s actually very passionate about math and science. He just...works out.” Valerie explains.

“Oh...well, he still looks fugly*.” she brushes off, “Oh, what if I look up you?”

Valerie squints in embarrassment, “Please don’t.”

“Op, too late. Hey...that’s a good picture of you wit...with...OH MY GOD IS THAT HARRY OSBORN?!”

Valerie launches herself at the volume control, muting her computer while Steph freaks out on the other side. After a minute or so, she dares to turn the volume back on,

“Why didn’t you tell me, you met Harry freaking Osborn?!”

“...because this is exactly the kind of reaction I imagined you’d have.” she explains, “By the way, what is that picture anyway?”

Steph sends her a link, and Valerie pulls it up to reveal a smiley picture of herself and Harry at that cafe they went to a couple of weeks ago.

“I have no idea how this picture slipped me, I follow him on Twitter and he posted the picture of you two a while ago.” she explains, “But...oh, hang on, this one’s really cool.”

She sends another link, this time to a picture of Valerie walking in the courtyard of Midtown High with Gwen, Harry, and Eddie. She’s easily spottable in the picture, as she’s the only dark haired person in the picture,

“Oh, I remember this picture, Peter took this.” she realizes.

“I love the filter, makes everything look all sunny!” Steph comments.

The doorbell rings, “That must be Eddie, gotta go Steph.”

“Hey, make sure you dance with freaking Harry Osborn if you get the chance! I’ll die if you don’t!” she threatens wildly, “Oh yeah, and go Giants!”

Valerie rolls her eyes, “Okay, okay, sheesh.” she shuts down her computer and gets up to answer the door. She’s greeted by Eddie, who’s exchanged his black jacket and white tee-shirt for a black pirate costume, complete with a parrot and peg leg.

“Uhm...wow...you look great. But…” he stutters, unable to form words.

“Looks more prom than Halloween, right?” she guesses.

He nods, “Yeah...but, but you still look great though!”

She smiles, “Sorry, couldn’t get anything better. I’m not comfortable wearing most of the Halloween costumes on the market.”

“Well, uhm, we should get going I’m...I’m kind of double parked.” Eddie explains.

Valerie takes Eddie’s sweaty, shaking hand, and his faces flushes a crimson red, “Alright, lets go.”

   Eddie finds a parking space in the school parking lot just as the sun sets over the cityscape in the distance. The school itself has been decorated to suit the Halloween theme, with orange and black balloons lining the entrance, and fake skeletons and gravestones scattered around the front courtyard. Arm in arm, Valerie and Eddie head in along with another crowd of students. The windows have been covered with black trash bags, giving the illusion of a dark atmosphere. Fog is being pumped into the building, visible only through the dim lighting of reds and whites.

They make their way to the school gymnasium, where the main event is being held, 

“Hey, there’s the rest of the gang!” Eddie points to the small group near the bleachers.

The group turns around as Eddie and Valerie approach them. In the group, there only appears to be Harry and Gwen, Peter is no where to be found.

“Hey guys, wow...you both look great.” Gwen compliments, adjusting the hood on her little red riding hood costume.

Harry swirls his Dracula cape and shows off his fake fangs with a smile, “What’re you guys suppose to be?”

“Well, obviously I’m a pirate, and Valerie’s…” Harry begins.

“I’m Katniss Everdeen, this is her Girl On Fire dress.” she comes up with quickly.

“Oh, well, how about you give us a twirl then, Val?” Harry asks, arching his eyebrow suggestively.

Valerie smiles, and spins around a couple of times, allowing the long dress to twirl around with her.

Spider-Man walks up to the group, “Sup guys?”

Valerie comes to a screeching halt. Her face frozen in terror, the masked hero pulls off his mask to reveal his identity as Peter Parker, “Like the costume? Had it custom made.”

Harry chuckles, “Of course you would Petey, but man, that costume looks sick.”

“Yeah, almost like the real thing.” Gwen chuckles nervously.

The DJ starts up the music, the disco lights shining around the gymnasium. Peter grabs Gwen, and aggressively pulls him out into the dance floor. Valerie, Eddie, and Harry glance among themselves, and they all exchange bewildered expressions. Eddie offers his hand to Valerie, and she accepts it, allowing him to escort her to the dance floor. Harry is left by himself, but only for a moment, as a group of eager girls begin to crowd him for a dance.

Eddie starts doing the most awkward dance ever, a combination of the funky chicken and the tootsie roll. Valerie, not much of a dancer herself, laughs, and starts imitating his disorderly dance. Other dancers look on in utter confusion, but soon another couple joins in, and before they know it, practically everyone on the dance floor is doing what Valerie’s dubbed in her mind: the Eddie dance.

With everyone par-taking in the same dance, it’s not hard for Valerie to spot Gwen and Peter arguing in a corner of the gym. Is she angry that Peter showed up in his Spider-Man outfit? Granted, she was angry at him too, he could’ve given away his identity, but he played it off well, after all, it is Halloween, what better way to get a double use out of his costume?

Valerie moves away from Eddie and the dance floor as Gwen storms off, leaving Peter by himself. Departing from the dance floor, she approaches Peter, “So...I take it Gwen isn’t pleased about you dressing up as Spidey?”

He shrugs, “I don’t know. It’s...it’s more than just that. I’ve been skipping out on a lot of our dates because I’m out fighting crime every night.”

“I see. And I’m guessing you’re in the costume because you just-”

“Robbery at forty-eighth and Stevenson. I thought I could get it out of the way and still get to the dance on time, but then two of the robbers got into a getaway car, and you know how those can go. Plus, I lost my actual costume sometime on the way.” he explains.

“What were you going to be?” she asks.

He pauses for dramatic effect, “A werewolf.” he shakes his head, “Heh, it was really just a pair of hairy wolf arms and a plaid shirt, really simple. I must’ve dropped it while swinging around the city, I really need to seal my bag tighter…”

Eddie approaches them with two cups of punch, “Hey Val, can I talk to you? I brought punch.”

She glances over at Peter, who gives a silent nod, before she takes Eddie’s punch and heads out into the hallway with him. The hallway is much quieter than the gymnasium, and is practically empty, save the bulging eyes of the various decorations hanging about.

“So, what do you want to discuss Eddie?” she asks as they sit down on the stairwell.

Eddie puts down his drink, and folds his large hands together, “Val...how long have we known each other?”

“Two or three months, give or take.” she figures.

“Well, you know, you see...the thing is…”

What is he trying to say?

“If you pulled me out from a school dance to be alone, I’m assuming this is important.” Valerie deduces.

He nods, “Yeah, yeah, this is important. At least...to me...because it might not mean a thing to you.” he swallows, “Valerie? I like you.”

There’s a crashing noise from the gymnasium, followed by several screams, and Valerie gets up on her feet, “Ed, I like you too, but right now there’s something I need to do. I suggest you get out of here, I’ll be right back.” she darts off in the direction of the gym, pushing past several students who’re now rapidly fleeing the building.

She reaches the now empty gym to see Spider-Man, mask on, facing off against a humanoid man-cat creature. She looks up and sees the shattered window where the beast presumably came from. Spider-Man slowly backs up as the feral creature comes ever-closer, “Uhm, Val-I mean, Tarantula, now would be a good time to help.”

The monster swerves around and sees Valerie, lurches itself back for a split second, and then pounces at her.

*fugly: teenaged slang; abbreviation of “f---ing ugly”


	34. The Cat

   Valerie takes the full force of the feral animal as it slams into her, throwing her to the ground. The large cat-like creature on top of her, she slides under it to escape, but not before one of the animal’s paws snags her dress, but she slides through anyway, tearing the dresses bottom half off. She gets up, her long dress now ripped up to her knees,

“Damnit, I liked that dress!”

The cat swivels around, and prepares to pounce again, but Spider-Man leaps onto it from behind,

“Giddy up!” he shoots a web around the animal’s neck and pulls it back.

The wild creature starts running around the gym, with Spider-Man in tow. As the cat reaches a wall, Spidey pulls the web leash and slams the animal into the wall. The animal thrusts up, throwing Spider-Man off of him, launching him into the air and causing him to crash into the bleachers. Valerie prepares to fight the beast, but it struggles to lift itself up, and collapses onto the floor.

The creature’s wild brown hair begins to shrink and shed, its enhanced muscles and elongated claws retracting into a human form. The man, completely naked except for a pair of ripped shorts, looks up at the two, “...help...help me…” before passing out completely.

   Spider-Man brings the man up to a nearby rooftop, laying him down on his back. The night is still active, with only the many lights of New York City to illuminate them. A newly dressed Tarantula jumps up on top of the roof.

“So, you have any idea what’s wrong with this guy?” Spider-Man asks.

“No, but I’ve got some hair and skin samples I’ll take over to the Oscorp lab though, maybe I can find something out there.” she figures.

The man begins to stir, “Ugh...wha...what happened?”

Spidey scratches his head, “Uhm...well, you were at a rager party, and you had one too many-”

Tarantula smacks Spidey on the head, “What’s your name, sir?”

“T-Thomas. Thomas Fireheart.”

“Thomas, this may be hard to hear, but you attacked Midtown High. Do you know anything about that?”

“I...I did? But...I...I live around there. And, where are we? Spi-Spider-Man, and Tarantula...how…?” Thomas starts jerking and twitching violently, and the two back off as he stands, his eyes turning from a brown to pitch black. There’s several cracking sounds of bone and cartilage as his muscles expand, and the hair and claws return to his body. He bars his teeth, his canines sharp and extending past normal limits,

“Stay away from me!” he growls in a low, grizzly tone.

Spider-Man waves his arms in front of him, “Woah, woah, slow down Animal Man, we’re here to help you, you just gotta...relax…”

The beast lunges at Spider-Man, but Tarantula grabs him and pulls him out of the way just in time. They roll across the concrete roof, tangled in each others’ arms, coming to a stop at the edge of the roof, with Spider-Man on top,

“Hehe...well, this is awkward-”  
“Look out!” Tarantula cries, pointing behind him.

He turns around to see Thomas bounding at them. Stretching out her hand, she shoots a burst of webbing that latches to his face, obscuring his vision. He starts to slow down, and Spider-Man and Tarantula scurry past him. Tearing off the webbing, Thomas grabs a nearby satellite dish and rips it off of its support.

“We can’t hurt him, he’s innocent, and I don’t think he can control his powers.” Spidey exclaims.

“Clearly, but if not that, what do we do?” Tarantula replies.

Thomas charges at them, swinging the satellite dish left and right. They both jump out of the way, and he comes to a stop at the edge of the roof. Spidey darts his head around, and he spots two large air conditioning units adjacent from one another, “I’ve got an idea.” he points to the units and Tarantula nods.

Tarantula jumps ahead while Spider-Man confronts Thomas, “Hey, big and ugly!” he calls out to get his attention.

Thomas tears after Spider-Man, who leads him toward the vents. Just as Spider-Man is about to reach the units, he jumps up over Thomas, bounding over him. Getting out of the way, he reveals that Tarantula has crafted a net of webs that he slams right into. She jumps out from behind one of the vents and fires a bio-blast that knocks him out cold.

Returning to his human form, Spider-Man kicks him gently, making sure he’s out for sure. Tarantula holds up a small vial,

“I’ll take these samples to Oscorp. Could you take care of Thomas while I’m gone?”

He nods, “Sure...not sure how I’ll be able to hide this from Aunt May though.”

“You’ll figure something out, I’m sure.” she figures, before putting the vial away and diving off of the roof.

Spidey scratches his head, “Yeah...sure…”

   Valerie checks into the mostly empty Oscorp building. Checking the directory, she discovers that most of the labs are held on a higher floor than the SapphireTech workshop. Riding the elevator up, she looks out the glass elevator, looking out at the colorful city lights. With the whole Tarantula business, she realizes she looks at the city differently now. She’s always on the watch for danger, for a chance for Tarantula to jump into the action. Is this healthy?

In one of the labs, she procures an unused microscope and some slides, puts on a lab coat and gloves, and prepares the samples for the slides. Once she has the slides ready, she slips them under the microscope, and watches through the lense as the cells mutate, tripling in size, but then retreating, shrinking back to their original size as soon as they’d grown. What causes this?

She pulls out her slides and pockets them as she hears footsteps. Hiding under the table, she patiently waits for the footsteps to pass.

“And why should I care? It’s not like it’s going to help me in the slightest.” Valerie’s ears perk up, she recognizes that voice, it’s Harry’s.

Coming of out her hiding spot, she darts to the lab entrance, and, hidden in the shadows, watches him wander through the deserted hallways of the Oscorp labs, still in his Halloween costume. What is he doing here?

“...Harry?” she asks aloud.

He turns around, “Oh...hello Valerie. What’re you doing here? Shouldn’t you be at the dance?”

“There...was a disturbance, the dance ended early, remember?”

He shakes his head, his movements loose and uncontrolled, “Nope. I left long before anything like that happened.”

“Oh, really? I didn’t see you leave.”

He scoffs, approaching her, “Of course you didn’t. You were too busy with that Eddie guy, right?”

She smiles, “Hey, I thought you were pretty occupied with all of those other girls. And besides, who else would’ve backed Eddie up on that chicken dance he was doing?”

“Those girls mean nothing,” he states bluntly, “it’s clear from the start: they only want my money. The way they compliment my clothing, my hair, say I’m so funny or charming when I didn’t even say anything.”

Valerie leans against the glass wall, crossing her arms, “C’mon, not all of the girls at Midtown are like that-”

“Would you...could you come up to my apartment? It’s accessible from this part of the building.” he asks, twisting around and facing opposite her.

She scrunches her eyebrows. Why?

“Uhm...okay.”

He smiles weakly, “Thanks.”

She follows him back to the elevator, guess those slides will have to wait. The elevator closes, and Harry reveals a personalized key card which he inserts into the control panel. The display screen shows an extra option, which Harry presses,

“I should give you access to my apartment. In case you, you know, ever need to crash during the long work hours.”

“Oh...thanks,” Valerie mumbles, getting a very uneasy feeling from the whole situation, “uhm, if I may ask, why are we heading to your apartment?”

He turns to her, his eyes blank and inexpressive, “Oh, I don’t really need to go to my apartment specifically, I just needed to get you alone.”

“Wha-” but before Valerie can protest, Harry grabs her shoulders, closing his eyes, and pulls her into a kiss, Valerie closing her eyes soon after. **  
**


	35. First Steps

   Valerie and Harry pull out of the kiss, the both of them opening their eyes and blinking several times. Valerie shies back,

“Harry...that was nice and all, but I don’t want to give you the wrong idea-”

He lets go of her, his arms sliding away, “No, no, I’m sorry. I shouldn’t have assumed…”

Valerie shrugs, “Well, if you don’t try first, how else were you going to find out?”

“Yeah, I guess so,” Harry looks down as the elevator comes to a stop, “hey, you still wanna hang out in my apartment? You still technically owe me that sleepover.”

She nods, “Alright.”

The elevator door opens and they walk out onto a narrow hardwood floor. There’s a small display table with a potted plant, and a hallway leading to a side kitchen. 

“Well, what do you think?” he asks, “I designed the place myself. I’m only one person, so I figured I wouldn’t need anything too big.”

“It’s very nice.” she compliments, looking at the smooth white marble breakfast bar separating the hallway and the kitchen.

They reach the end of the hallway, and Harry opens the door to a rather small living room. The room is lit by small, crystalline bulbs hanging from the ceiling. There’s a small flatscreen TV mounted to the wall, along with several large, colorful bean bags. Harry plops himself down on one of the bean bags and looks down, “Shoot...where’s the remote?”

“Here, I’ll help you.” Valerie offers, walking over and bending down to help him search.

Getting down on her knees, she crawls around in between the bean bags. She easily finds it, amid the blue and red bean bags,

“I found it-”

Harry pops his head out from between the bean bags, his face shooting out so it’s practically touching hers. Valerie’s cheeks become flushed red, but she laughs it off, playfully tapping him on the head with the remote before handing it to him.

“Thanks.” he smiles.

They get up, and the both of them sit down on the bean bags as Harry turns on the TV. The channel that immediately comes on is the news, and a news camera is following a red and blue figure swinging through Manhattan, holding a man in one arm and swinging with a web with the other. Harry quickly flips the channel,

“Man, Spider-Man’s been everywhere on the news lately since that attack on Oscorp,” he comments, “you know something? I think Spider-Man stole his powers from Oscorp.”

“Really? What makes you think that?”

He leans back in the bean bag, the fabric scrunching against his weight, “I’ve been reading into Oscorp’s research history. Apparently they’ve been looking into genetically altered spiders for years now. That is, until an unknown assailant managed to get into the labs and messed with the equipment.”

Valerie’s attention perks up, “...what do you mean by...messed up?”

“The idiot opened the storage containment containing the spiders, which threw off the laser sensors used to keep the radiation beam in check,” he pauses, “hang on, weren’t you involved in some kind of accident with the radiation equipment?”

She nods, “Yeah, we were examining the spiders when the equipment went hay-wire. I was in the hospital for a couple of days.”

“Wow...it’s hard to believe you survived that without any kind of side effects…” Harry marvels, staring up at the ceiling, “so yeah, they noticed a little later on that one of the spiders was missing. They never found it though.”

She holds her chin with her hand, she’ll have to ask Peter about this…

Harry flips to a movie channel, where they’re showing a movie about three teenagers who get superpowers.

“Wouldn’t that be cool, to fly like that?” he asks, as they watch the movie.

She nods, “Yeah, getting to school would be so easy.”

He chuckles, “Is that literally the first thing that comes to mind? C’mon, be more creative than that.”

“Well then, what would you do if you could fly?”

He thinks on that for a moment, “I’d...well, first I’d bring you,” he begins, “then...maybe I’d go to the top of the Oscorp building and just enjoy the view.”

“That does sound like a good idea....” she replies, right before her cell phone goes off, she checks it, and sees that it’s Peter, “hang on, gotta take this.”

She gets up and walks into the hallway before answering her phone, “Hey, what’s up?”

There’s a heavy amount of static, before a low growl comes through, followed by more static. Finally, Peter’s voice comes in, “Yeah...kind of having trouble with Animal Man here. He keeps changing back and forth, and I can’t control him.”

There’s a crashing sound, and Peter cuts out for a second as there’s more crashing noises and the sound of punches and kicks, “Huh...huh...we’re at my house, and Aunt May is gonna be home any minute now, please, help me!”

“I’ll be there as soon as I can.” she assures him, before hanging up.

She walks back into the living room, where Harry is intently watching the movie as one of the three kids goes rogue and starts destroying the city, “Hey, I’ve gotta go, it’s getting really late, and I have some work I gotta do.”

He frowns, “Awe, no sleepover?”

She shrugs, “Sorry, maybe another time?”

Harry remains quiet, shifting his weight in the bean bag. Valerie walks up and kisses him on the forehead, giving a small smile. 

“So...does this mean yes?” he asks, placing his hand on hers.

She twists her lips, “It means...I’m not sure what it means really.” she confesses.

He rises up and kisses her on the lips, grabbing her arm and digging in. He lets go, and smiles, “Hopefully that’ll help you decide.”

Grinning back, Valerie waves goodbye before walking out of the room. Harry watches her leave, but what he doesn’t see is that as soon as she’s out of his apartment, Valerie finds the nearest open window, and jumps out, but it’s Tarantula who reaches the bottom of the Oscorp building.


	36. Probable Cause

   Once in the Midtown suburb, Tarantula locates the Parker household, a quaint one story identical to all of the ones around it, with the exception of the number on the front door. She lands on the roof, her feet balancing on the thatch. The minute she arrives there’s a crashing sound from the house. On the second floor, a single light is visible, and Tarantula recognizes it as the source of the sound. Crawling from the roof to the wall in a spider-like fashion, she pushes the window open and ducks in, landing silently on her feet.

Thomas, in his animal form, flies in front of me, slamming into the wall and collapsing into the messy bed in the corner of the room. Peter, completely out of costume, leaps onto Thomas, straddling him with his weight,

“Oh, hey! Thanks for showing up on such short notice...I seem to be having a pet problem.” he explains.

Thomas grabs Peter’s leg and throws him across the room, knocking him into the desk. His room is in shambles from their fighting, papers and books strewn everywhere, as well as a broken table and scattered mechanical parts.

Tarantula jumps in, diving toward Thomas. He swipes at her, and she shoots down, dodging his hand and sliding under his arm. Landing on the wall, she attacks him from behind, grabbing him by the shoulders and slamming him into the nightstand, knocking over a the mess on top of it.

Just then, the sound of a garage door creaking open rings throughout the house. Peter jumps up, “My Aunt May’s home!” he looks around his room, “Man...she’s gonna kill me.”

Tarantula blasts several webs to tie up Thomas, “Here, I have an idea-” but before she can finish, Thomas rips out of his restraints, punching Tarantula in the face and knocking her across the room, crashing into a collapsed bookshelf. Peter launches himself back into the action, coming in sideways like a torpedo, pushing Thomas back before kicking off of him and landing on his feet. He shoots webs out of his web blasters, pulling back to restrain him,

“Tarantula, help me!”

She gets up and contributes her webs, and their combined webs bring Thomas down. Peter, panting, glances around the room as Tarantula picks up Thomas,

“What’re we gonna do about him?” she asks him, lifting his body up.

   Aunt May opens the door to Peter’s room, “Peter? Are you still awake?”

She sees Peter sitting in the middle of the room with Valerie, playing a board game, “Oh...Peter...who’s this?”

Valerie, wearing a large sweatshirt and baggy sweatpants, gets up to firmly shake her hand, “You must be Mrs. Parker, Peter’s told me all about you. Dr. Valerie Polina ma’am.”

“Doctor?” Aunt May asks, “You don’t look much younger than Peter.”

“It’s true Aunt May, didn’t you see her on the Betty Brant show?” he asks.

She presses her chin, “I...I think I remember seeing something like that-” her eyes widen with realization, “oh yes! You’re the new girl at school Peter’s been telling me about, I remember now! I’m sorry I didn’t realize sooner.”

Valerie chuckles, “It’s fine Mrs. Parker.”

“Oh no, please call me Aunt May. Should I get you two some snacks or something…?”

She shakes her head, “Oh no, it’s getting late, I should probably be getting home soon,” she glances over to Peter, “I’m just waiting on a call from my parents.”

“Oh, alright then,” Aunt May smiles, but before she closes the door, “and Peter, please clean up your room, it’s a mess.”

Valerie throws off the sweatshirt and sweatpants to reveal her costume. She hands the clothes to Peter, “Thanks for letting me use these.”

“No problem,” he throws them on his broken bed, which has been obscured by several articles of clothing, “now to check on our friend.”

They look down at the cocoon of string dangling from Peter’s window where they’d stored Thomas. Peter peers inside, “...gone.”

Valerie slams her foot down, “Dammit!”

“It’s cool, we’ll catch him eventually. A guy like shouldn’t be too hard to track down.” he reasons.

She looks up at the time, “I...should probably be getting home. It’s  really late.”

Peter shrugs, “I’m use to staying up late. Comes with the whole superhero thing.”

“Before I go, you want any help,” she glances at the many shirts and pants strewn around the room, “...cleaning up your room?”

He looks around, scratching his head, “Uhm...yeah...that would actually be kind of nice. I’m gonna have to replace the bed and desk, but that’ll have to wait till morning. How about just picking up some of the mess?”

She nods and they proceed to pick up the articles of clothes hiding broken pieces of wood, glass, and metal. In the clutter, Valerie picks up several pictures, some of them the ones she took of him as Spider-Man,

“You use real film?” she asks.

He puts down the spare parts for his web shooters, “Yeah. I’ve been submitting pictures to the Daily Bugle and they require the pictures be real film. Kind of stupid in my opinion, they have to scan the pictures to transpose them onto the papers anyway.”

“Well, these are really good.” she compliments.

He smiles, “Thanks.”

She spots a final picture, crumpled up in the corner, under the bed. She picks it up and straightens it out, revealing a picture of him and Gwen,

“Hey...is something going on between you and Gwen?” she asks out of the blue.

“...we broke up.”

She nods, before pushing the picture back into the corner, “Ah, I see,” she pauses for a moment, “may I ask what happened?”

He shrugs, “Nothing really happened...it’s just...you do know her father died during the Lizard attack?”

What? “No, I had no idea.”

“Yeah, I was there. And...and I promised him I wouldn’t get Gwen involved in...all this. And that’s hard...because you know Gwen, she wants to help, and that’s great, but it might get her in serious trouble. Because she was almost hurt during the Lizard thing too and also the fact that I kept having to skip out on dates to do Spider-Man stuff...it got to be too much, you know what I mean?”

She nods, “Yeah, I do.”

They continue to clean up his room, and Peter gets out a large trash bag in which they dump all of the garbage and objects destroyed during the fight.

“So...how goes your love life?”

Valerie blushes, “I kissed Harry.”

Peter gets a wide grin going across his face, “No way, so does this mean you two are official?”

“I don’t know.”

He rolls his eyes, “C’mon, first of all, I totally called it, and secondly, you two were totally a thing already, a kiss just makes it official.”

“Well, the thing is, at the dance, Eddie told me he liked me.” she explains.

“Hmm…” he ties of the garbage bag as Valerie places the last of the junk into it, “but did he kiss you?”

She shakes her head, “Eddie’s a lot shyer than Harry.”

“Well, call me biased, but you would be better with Harry. I mean, Eddie’s cool and all, but Harry really trusts you. He’s told me he confided in you about his...illness.”

“Yeah.”

“Yeah, that’s starting to worry me. Last time we talked about it, he went on about how Spider-Man might be the key to curing it. And....well, I mean, what could I say?”

“We don’t know if you can help. I could look into it if you want to…” she offers.

“Could you?” he asks, slapping his head on his forehead, “Oh, that would be great. Thanks Val.”

He opens the door to take out the garbage, while Valerie opens the window and jumps up, perching her feet on the edge. She pulls up her mask, looks back at Peter, and smiles, “See you around, Spidey.” before jumping out the window.


	37. Close Call

 

   Valerie arrives at the SapphireTech lab in Oscorp to find Hayden shaking hands with a tall, stocky man with glasses.

“Valerie! Just on time, I’d like you to meet the new member of our team, Mr….uhm…”

“Max. Max Dillon,” he lowers his glasses as he lays eyes on her, “you...you must be Dr. Valerie Polina! You’re absolutely inspirational!”

She smiles professionally, “Why, thank you Mr. Dillon. I didn’t realize people were familiar with my work.”

“Of course! You’re a child prodigy! How could people not know?”

Hayden coughs, “Uh, Mr. Dillon here will be supervising our newest project now that Project Iron Man is wrapping up.

Valerie raises an eyebrow, “Project Iron Man? Really Mr. Gull?”

“What? It’s a metal tech suit, how could I not make the comparison?”

“Mr. Gull, the last thing I need right now is to get sued by Stark Industries. A name change, perhaps?” Valerie snaps at him, before continuing, “Mr. Dillon, I’m happy to have you on the team, I’m sure Mr. Gull and all the other team members will help you get adjusted. Now if you’ll excuse me, I need to get to work.”

She pushes past the men to her office, quickly closing the door behind her. At her computer, she logs in the access code that Deadpool gave her. Gaining access to Oscorp’s files, she searches through them, looking for any kind of references to humans being merged with animals. She runs across the files on their spider DNA research, as well as the lizard related research that turned Dr. Connors into the Lizard. She finally comes across a file concerning a Richard Parker, Peter’s father. According to the account, which appears to be a personal note from Richard Parker himself, the spiders housed in the Oscorp lab are locked to his DNA. So it’s possible healing and superhuman capabilities can’t be used on anyone else, meaning Peter’s blood won’t work to cure Harry, at least that’s the theory.

Valerie’s train of thought is cut off when the building alarms blare. She bursts out of her office, where all of the engineers are backed against the glass wall, away from the window.

“What’s going on?!” she cries, turning to the window.

Scrambling up the glass exterior, is a much larger, ferocious Thomas. With his giant fist, he bangs on the window, cracking it the first time, and with the second hit, shatters the glass completely, shards flying out at Valerie and her team.

“Run!” she cries, and they all begin scrambling out of the metal double doors.

Placing her hands in front of her, she fires a blast that encompasses the entire room, turning the glass shards to dust, and stunning Thomas, throwing him back.

Spider-Man jumps in through the open panes, “Hey...Val! So glad you stopped ol’ Thomas here!”

“What the hell are you doing here?! If Oscorp got their hands on him, who knows what they could do with him!” Valerie exclaims.

He scratches his head, “I-I’m sorry, okay? The guy here...well...he hit puberty, grew three times bigger right in front of my eyes and ran off. Why he decided to go here I don’t know…”

Valerie crosses her arms and rolls her eyes, “And what, you want me to fix your problem?!”

“Hey, two heads is better than one, right?”

Thomas lifts himself up, “...I...I remember...Osborn…”

Glancing at each other, Valerie and Spider-Man run toward him.

“What do you remember, Thomas? What about Osborn?” Valerie asks, getting down on her knees and making eye contact with the creature.

He growls, the long claws on his hands scratching the metallic floor, “Must...kill...Osborn!”

Thomas runs off, smashing through the remains of the lab door, as more screams emanate from the hallway.

“At least he has some goals in life. Suit up and catch up with us as fast as you can, I’ll take care of cute and fuzzy!” Spider-Man gestures, before slinging a web and heading after Thomas.

Valerie runs into her office, where she quickly changes into her costume. She kicks the door open, and slings a web, heading in the same direction as Spider-Man.

She’s halfway there when she spots several employees looking down a smashed window.

“It’s Harry Osborn!” one of them cries.

Tarantula jumps up to the ceiling and crawls until she reaches the end. Looking down, she sees Harry holding on to a bent piece of metal that’d fallen two stories down. The Oscorp employees look on, muttering amongst themselves.

“Somebody help me!” he cries desperately.

Tarantula lets go, flying down toward the ground, and right toward Harry. She grabs him, shooting a web up onto the open floor.

“Hang on!” she tells him, before jumping off of the glass window and holding both Harry and the shot of web, turns upside down, slinging back into the building.

She touches the ground, and sets the shocked Harry on the ground.

“Who...who are you?” he asks shakily.

Not responding, Tarantula leaps back up on the ceiling, and scurries off, leaving Harry on the ground, questions running through his head.


End file.
